670
Community Engagement Plan Lead Entity: City of Richmond Plan Description: The Community Engagement Plan will center around the Youth Fellows Program, an annual, paid fellowship program for Black and Brown Richmond youth. Overseen by Rich City Rides and the City's TCC Coordinator, a group of 15 youth aged 16-24 will be recruited each year and will receive mentorship and training by TCC and community partners, help lead engagement for the projects to ensure TCC implementation reflects community needs, and have 2 voting seats in the Collaborative Stakeholder Committee (CSC).
Task Deliverable(s) Timeline Grant Funds Leverage Funds Task 1: TCC Implementation Launch, Outreach, and Annual Planning A: Create and launch
Richmond Rising
website/Transparent
Richmond page and social
media accounts to provide
project specific engagement
and update the community at
a minimum of monthly
intervals
B: Initial outreach strategy
and materials development
C: Determine annual
community engagement
needs and Youth Fellows
activities
D: Hold initial TCC
Fair/activity
E: Coordinate development
and printing of projectspecific outreach materials
A: 1) Website link added
to City's Transparent
Richmond Website
2) Social Media Calendar
3) Summary of Posts (Bimonthly update with
invoice)
B: Press release, initial
contacts database,
outreach strategy
C: Engagement and
outreach workplan
D: Event schedule, print
and digital
announcement, event
summary and photos
E: Project-specific
Outreach Materials
Project
Completion Period $79,269.75
Task 2: Recruitment, Training, and Coordination of Youth Fellows
EXHIBIT B - BUDGET AND SCHEDULE OF DELIVERABLES
Page6
671
A: Develop Youth Fellow job
description, participation
agreements, waivers, and
any other documentation
needed to recruit and
onboard Youth Fellows
B: Develop four Youth
Fellow training modules and
materials, formalize training
partnerships. Revisited
annually to refine as needed.
C: Pop-up recruitment
meetings to share program
with potential Youth Fellows
(3 per year, preceding start
of next Fellow Cohort)
D: Recruit, hire and train 15
Youth Fellows annually.
Training includes 4
developed modules on
climate equity, organizing,
community engagement, and
at least 3 training workshops
on TCC projects and plans,
per cohort of Youth Fellows.
E: Surface and coordinate
mentorship and job
shadowing opportunities
between TCC partners and
Youth Fellows
A: Final job description,
participation agreement,
waiver(s)
B: Training modules,
materials, and schedule
C-F: Annual Youth
Fellows Summary
including (but not limited
to):
1) recruitment outcomes
2) offer letters
3) training summary and
photos
4) schedule and
assignments
5) experience summaries
6) summaries of
community
findings/learnings
Project
Completion Period
$889,730.00
EXHIBIT B - BUDGET AND SCHEDULE OF DELIVERABLES
672
F: Support Youth Fellows in
summarizing community
data to inform both TCC
implementation and future
Climate Action Plan update
Task 3: Youth Fellows
A: Each Youth Fellow
attends trainings including 4
developed modules on
climate equity, organizing,
community engagement, and
at least 3 training workshops
on TCC projects and plans.
B: Each Youth Fellow
attends up to 5 project or
community meetings per
year
C: Youth Fellows host up to
4 community bike rides per
year
D: Youth Fellows hold 1:1
interviews with Project Area
residents to have more indepth conversations about
projects, concerns,
questions and gather
community impressions of
TCC projects. (2 per Youth
Fellow per year)
E: Each Youth Fellow tables
at up to five community
events annually to share
information and ask
residents about their climate
priorities and record to share
with CSC
A-F: Annual Youth
Fellows Summary
including (but not limited
to):
1) recruitment outcomes
2) offer letters
3) training summary and
photos
4) schedule and
assignments
5) experience summaries
6) summaries of
community
findings/learnings
Project
Completion Period $224,280.00
EXHIBIT B - BUDGET AND SCHEDULE OF DELIVERABLES
PageS
673
F: Youth Fellows support at
project-specific outreach
activities, engagement, and
implementation
G: Youth Fellows support:
overall TCC messaging,
especially drafting
engagement messages and
sharing on website and
social media
H: Youth Fellows attend
Collaborative Stakeholder
Structure Committee
meetings, report on input
and findings from
engagement
G: Social Media Calendar
contributions
H: 1) Bimonthly
engagement updates
2) Annual Youth Fellows
Summary
Task 4: Grant Administration
A: Post announcement and
hire Rich City Rides Project
Manager and Community
Organizer, onboard and train
new hires
B: Develop templates for
activity summaries, youthproduced content, and
reporting for CEP
C: Coordinate payments of
Community Work product
Compensation for Project
Area resident members of
CSC and the meeting
expenses
D: Rent and staff TCC coworking station
A: Position postings
B: Templates
C: Annual summary
D: Signed Rental
Agreement
Project
Completion Period
$26,325.00 $29,250.00
EXHIBIT B - BUDGET AND SCHEDULE OF DELIVERABLES
674
E: Invoicing and reporting;
including metrics and project
management
F: Indicator Reports and
Evaluation Data for
Evaluation Technical
Assistance Provider
E: 1) Bimonthly progress
reports and invoicing
2) Final report highlighting
project metrics
3) Regular GHG
calculations as needed
F: 1) Annual Indicator
Reports
2) Participation in
Evaluation Surveys,
Interviews, Focus Groups,
Information
Plan Total $1,219,604.75 $29,250.00
EXHIBIT B - BUDGET AND SCHEDULE OF DELIVERABLES
675
SPECIAL TERMS AND CONDITIONS
PART 1 - Transformative Requirements
1. Community Engagement
Grantee is required by AB 2722 to ensure meaningful community engagement of the TCC Project Area residents and key stakeholders in all phases of implementation; Grantee will conduct and oversee community engagement for the entirety of the TCCProject;Grantee will report to SGC on community engagement related activities;Grantee will develop a process to collect and address complaints or concerns related to TCC Project implementation; and
Grantee will ensure all Community Engagement costs are directly related to theimplementation of the Projects included in the TCC Project, per Section II.E of the TCC Guidelines.
EXHIBIT C - SPECIAL TERMS AND CONDITIONS Part 1 - Transformative Plans 676
Part 2 - Project-Specific Terms and Conditions
Grantee certifies that it will ensure that the Lead Entity of each Project adheres to the following requirements.2. Car Sharing and Mobility Enhancement
All Car Sharing and Mobility Projects
Lead entity shall maintain an implementation plan which includes:
i. Processes and timeline to develop program design and procedures including vehicle and equipment specifications and detailed program requirements listed below. ii. Procurement policies including bid, lead time, and roll-out plan i. Supplemental prerequisite work:
ii. Analyses of proposed area and site selection criteria iii. Documentation of community engagement informing program design, location, and operational structure
iv. Operations & maintenance plan
v. Long-term business plan demonstrating financial feasibility Vehicle and Equipment SpecificationsLead Entity must purchase or lease eligible light-duty passenger vehicles or medium-dutypassenger or shuttle vans that are zero emission or near-zero emission vehicles, which include hydrogen fuel cell vehicles, battery electric vehicles (BEV), and fuel cell electric vehicles (FCEV). Changes to the fleet after grant execution may be made subject to priorwritten approval by SGC. Additional vehicle requirements:
i. May be purchased or leased (2-year minimum lease period). ii. May be new or used.
iii. Must be a four (4) passenger vehicle or more.
iv. New vehicles must be eligible for the Clean Vehicle Rebate Project (CVRP) or the California Hybrid and Zero-Emission Truck and Bus Voucher Project (HVIP), but theycannot participate in those projects, i.e., they cannot receive rebates from CVRP2 or vouchers from HVIP3.
v. Used vehicles that have participated in CVRP or HVIP and have fully complied with CVRP and HVIP requirements are eligible.
vi. Must be registered in California.
vii. No modifications to the vehicle's emissions control systems, hardware, software calibrations, or hybrid system (California Vehicle Code (CVC) Section 27156). viii. A chassis that has been modified with aftermarket parts or equipment to create a PHEV or zero-emission vehicle is not eligible.
ix. Vehicle title cannot be salvaged (as defined in CVC Section 544).
EXHIBIT C - SPECIAL TERMS AND CONDITIONS Part 1 - Transformative Plans 677
Lead Entity may purchase and install electric vehicle supply equipment (EVSE) to provide electricity for BEVs and PHEVs, as applicable. EVSE equipment may be:
i. Installed in commercial or residential locations.
ii. May include ports for bicycle charging if the project design includes electric bicycles. iii. Level 2: rated up to 240 volts AC, up to 60 amps, and up to 14.4 kW. iv. Level 3: high voltage AC or DC with the capability to charge the vehicle to approximately 80% capacity within 30 minutes.
Lead Entity may purchase Class 1 or Class 2 electric bicycles and supporting equipment for the bicycle sharing complement to the car sharing system. Electric bicycles and equipment should comply with the following:
i. Purchase and install electric bicycle charging equipment to provide electricity for electric bicycles, no more than one (1) per bicycle, as applicable. ii. Purchase bicycle locking stations, no more than one (1) per bicycle, as applicable. iii. May purchase bicycle helmets for use of electric bicycle.
Lead Entity must establish secure and safe home base parking for project vehicles and optional electric bicycles within the Project Area.
Program Requirements
Lead Entity must develop policy and process to evaluate potential vehicle drivers, bicycleriders, vanpool riders, and subsidy recipients, as applicable and as follows:
i. Enroll all vehicle drivers, bicyclists, carpool/vanpool riders (non-driver participants), and subsidy recipients and ensure that they:
a. Complete an Initial Participant Survey upon enrollment. b. Complete trip surveys and participate in research as requested by Lead Entity. c. Pay project fees to use the car sharing system, as determined by Lead Entity. ii. Ensure enrolled vehicle drivers also meet the requirements below:
a. Possess a current driver's license.
b. Meet minimum requirements to drive a project vehicle as required by Lead Entity and the insurance provider, to be developed in conjunction with SGC. iii. Ensure enrolled bicyclists satisfactorily complete a bicycle safety training program (as approved by SGC).
iv. Participants become ineligible upon any of the following events:
a. Vehicle driver or bicycle rider participant becomes ineligible per terms of insurance. b. Vehicle driver's license lapses or is revoked.
c. Vehicle or bicycle rider is determined to be an unsafe or impaired driver by the Lead Entity.
EXHIBIT C - SPECIAL TERMS AND CONDITIONS Part 1 - Transformative Plans 678
d. Participant causes damage to a vehicle, bicycle, EVSE or other project property, at the discretion of Lead Entity or SGC.
e. Non-payment of project fees to use the car sharing system, to participate in the project, or to receive subsidies, as required by the Lead Entity. f. Non-compliance with project requirements, at the discretion of Lead Entity or SGC.
Lead Entity must develop, administer, and maintain a user-friendly vehicle reservation system as applicable; at a minimum, provide telephone-based, person-to-person reservation fulfillment.
Lead Entity must develop policies and procedures documents and flow charts that describe Lead Entity's administrative actions for evaluating and processing participants, reservations, vehicle maintenance, and data gathering and reporting, as applicable.
Lead Entity must establish and maintain records of participants, vehicles, EVSE, optional electric bicycles and chargers, fuel, maintenance, and other records, as applicable and as follows:
i. Identify participant data that is confidential and develop measures to keep this data confidential.
ii. Develop a systematic process and schedule to back-up participant, reservation database(s) on a daily basis at a minimum.
iii. Develop and enforce security measures to safeguard Project database(s). iv. Store all records in a secured and safe storage facility that maintains confidentiality and provides fire and natural disaster protection.
EXHIBIT C - SPECIAL TERMS AND CONDITIONS Part 1 - Transformative Plans 679
CALIFORNIA STRATEGIC
^^ GROWTH COUNCIL
October 31, 2022
Via Email
Mayor Tom Butt
City of Richmond
Attn: LinaVelasco
Director of Community Development
450 Civic Center Plaza, 2nd Floor
Richmond, CA [email protected]
RE: Award Notification - Transformative Climate Communities (TCC) Program, Round 4, Implementation Grant Award, City of Richmond, "Richmond Rising: Healthy, Connected, and Climate Strong" Dear Mayor Butt,
The California Strategic Growth Council (SGC) is pleased to inform you that the Council approved a Transformative Climate Communities Implementation award of $35 million dollars to the City of Richmond for "Richmond Rising:
Healthy, Connected, and Climate Strong" at its October 27, 2022, meeting. Previously funded by California's Capand-Trade Program, Round 4 ofTCC was funded by a FY 2021-2022 budget appropriation from the General Fund.
This program funding empowers the communities most impacted by pollution to choose their own goals, strategies,and projects to reduce greenhouse gas emissions and local air pollution. The TCC Program reflects the SGC's commitment to support community-led transformation and achieve equitable, resilient communities and landscapes for all Californians. Congratulations on your successful application.This letter provides a conditional commitment of grant funds. TCC staff will initiate the Post-Award Consultation (PAC) process soon by scheduling a meeting with the Awardee and sending a review package including review checklists for all projects and transformative plans. This process will involve addressing any outstanding issues identified by TCC staff, reviewers, and the interagency panel, as well as finalizing the grant agreement. Grantees and Partners will need to work closely and collaboratively with TCC Staff to address all issues prior to grantexecution. All requested documentation and changes should be finalized within six (6) months after the Council makes awards. New to Round 4, we will provide a mini grant to support administrative, staff, and materials costs forGrantees and Partners as they complete the PAC process. Our partnering agency, the Department of Conservation, will lead the PAC process.
Following execution of the grant agreement, grant funds will be disbursed on a bi-monthly basis for eligible direct,indirect, and indicator tracking costs. All reimbursed costs must meet the requirements for reimbursable tasks outlined in the grant agreement. TCC has also been authorized for an Advance Pay Pilot program (AB 156) and will follow up on the terms for accessing advance pay once approved by Council. Please note that no funds will be reimbursed for costs and expenses incurred prior to grant agreement execution, with the exception of limited PAC costs for staff and materials in accordance with forthcoming guidance.
We look forward to our partnership in the coming years. If you have any questions, please contact Sophie Young, TCC Program Manager, at [email protected], ^^•^r
Lynn van Koch-LiebertExecutive Director
California Strategic Growth Council
1400 Tenth Street, Sacramento, CA 95814 • www.sgc.ca.gov • (916)324-9775 680
ACTION: FY 2021-2022 TCC Implementation Grants Round 4 Agenda Item #6 Award Recommendation 2: City of Richmond: Richmond RisingAward Amount: $35,000,000 (Recommended); $34,413,431 (Requested) Leverage Funding: $17,342,527
Co-AppIicants:
• City of Richmond • GRID Alternatives
• Trust for Public Land • Urban Tilth• Rich City Rides • Groundwork Richmond Projects:
• Neighborhood Complete Streets • Basins of Relations• Richmond Wellness Trail • Basque del Barrio • E-Bike Lending Library • ADA Accessible Garden• Resilient Homes for Healthy • Orchard for All! Communities • Veggie RX
The Richmond Rising proposal is the result of years of stakeholder collaboration, including aTCC planning grant, to address environmental justice concerns in the Iron Triangle, Santa Fe, and Coronado neighborhoods that adjoin the historical heavy industrial zones in Richmond. The proposal aims to empower the city's most marginalized communities through complete streets and affordable active transportation options; renewable energy resilient homes; waterabsorption and reuse; urban greening and cooling of neighborhoods; and enhanced foodsecurity for improved health and wellbeing.
The City, alongside five co-applicants, have collaborated over four years of planning and project work to develop the proposal's objective and vision. This proposal's Community Engagement Plan (CEP) draws upon direct ties to priority populations, as well as capacity through RichmondRising Youth Fellows Program (annual paid fellowship for Black and Brown youth). RichmondRising's Displacement Avoidance Plan (DAP) includes a robust set of City programs and policies informed by quantitative data which complement the City's existing work in developing,promoting, and passing policies and programs that address residential and businessdisplacement. Although the proposal meets TCC Program Requirements, only .24% of the totalbudget (of maximum allowable 3%) was dedicated to the DAP. This amount was the result of abudgeting error caused by unclear language in the TCC Guidelines. The proposal also includes workforce development through solar installation basic training, as well as the RichmondWORKS city program which provides career skills training and supportive services.
Overall/ Richmond Rising presents a strong vision for the Iron Triangle, Santa Fe, and Coronadoneighborhoods informed by years of youth leadership, grassroots organizing, community engagement, and community planning. This vision is complimented by the applicant and coapplicants' demonstrated capacity for executing the proposed plans and projects. l^-^ CALIFORNIA STRATEGIC^ 'f GROWTH COUNCIL
9" October 27, 20221 Page 8 of 57
681
ACTION: FY 2021-2022 TCC Implementation Grants Round 4 Agenda Item #6 Recommended conditions on award:
Provide additional details on work plans, budgets, and staff capacity dedicated to theprojects Strengthen long-term operations and maintenance plans for projects including urban greening.
Revise Displacement Avoidance Plan (DAP) to address budget error and plans for community outreach and feedback and budget inclusion. Up to an additional $586,569 will be available for the DAP, increasing total award to $35,000,000, provided Richmond meets threshold requirements of 50% leverage funding.
Consider mitigation measures to account for resilience to future climate change impactson projects in low-lying coastal waterfronts, such as the Richmond Wellness Trail (Project 2).
Provide additional details on project feasibility questions.
Provide readiness documentation for projects including Project 6, Basque Del Barrio.
Provide additional details and possible modifications to Project 3, E-bike Lending Library to be consistent with program requirements.
Work with TCC staff to determine whether additional implementing partners, such as Rich City Rides, need to be added to the Partnership Agreement; submit additionalmanagement and financial capacity documentation.
CALIFORNIA STRATEGICGROWTH COUNCIL
October 27, 20221 Page 9 of 57
682
October 3, 2023
Finance Department
DATE: October 3, 2023
TO: Mayor Martinez and Members of the City Council
FROM: Nickie Mastay, Deputy City Manager – Internal Services Andrea Miller, Director of Finance
Mubeen Qader, Deputy Director of Finance
Subject: Annual Review and Adoption of the Resolutions to approve the Financial Policies (Debt, Investment,
Pension Funding, and SWAP)
FINANCIAL IMPACT: The adoption of and adherence to financial policies can be measured by factors such as:
•Minimizing borrowing costs;
•Better management of the City's debt and investment
portfolios;
•Providing fiscal security during times of unforeseen
economic downturns; and
PREVIOUS COUNCIL
ACTION:
June 27, 2023, July 11, 2023
STATEMENT OF THE
ISSUE:
Annual review and revision of the Financial Policies
(Debt, Pension Funding, Investment, and SWAP)
RECOMMENDED ACTION: REVIEW the City’s Debt, Pension Funding, Investment, and Swap policies; and ADOPT resolutions to approve
the updated policies – Finance Department (Andrea
Miller 510-620-6790/ Mubeen Qadar 510-412-2077).
DISCUSSION:
Debt Policy
The foundation of any well-managed debt program is a comprehensive debt policy. A debt policy sets forth the parameters for issuing debt and managing the debt portfolio, AGENDA
REPORT
683
October 3, 2023
including post-issuance compliance. In the credit rating process, the rating agencies believe it is appropriate to place significant value on debt policies that have been adopted by cities.
The City's Debt Policy requires that annual commitments relating to General Fund debt not exceed ten percent (10%) of current General Fund revenues.
Pension Funding Policy
The State Auditor’s recommendation number 4 on retirement-related costs states:
“To ensure that Richmond is able to fund its retirement-related costs, city staff should, by June 2023, propose to the city council a specific policy regarding funding of its pension trust fund for this purpose. Staff should report to the city council on estimated long-term savings from increasing its direct payments to Cal PERS compared to investing the same amounts in its pension trust fund. Staff members should use this information to inform their recommendations related to funding targets for the pension trust fund and should consider recommending that the council increase the city's payments directly to CalPERS.” (California State Audit, 2021-806).
As part of the State Audit Corrective Action Plan implementation, the policy was originally presented to the City Council on June 27, 2023, where the City Council amended the policy before approving it during the City Council meeting. The City Council also directed City staff to bring back an analysis of fiscal impact of the two funding options: 1) contributing additional funds to the 115 Trust Account, and 2) additional discretionary payments to CalPERS. Per the City Council’s direction, NHA Advisors made a presentation to the City Council on July 11, 2023. Following the presentation, the City Council directed City staff to the bring back, on September 12, 2023, the original Pension Funding Policy proposal that was presented by City staff on June 27, 2023, for approval with the following funding guidelines:
1. The City shall continue to make annual Unfunded Actuarial Liabilty (UAL) prepayment to CalPERS in the beginning of each Fiscal Year, resulting in an estimate three percent discount compared to paying UAL monthly. The City shall place the prepayment savings into the Trust account.
2. The City shall place 10 percent of each year-end operating surplus (Total Actual Revenues minus Total Actual Expenditures, including Transfers In and Transfers Out) in the General Fund in excess of the City’s Minimum Reserve Policy into the Trust.
Investment Policy
The City of Richmond Investment Policy is an integral part of the Finance Department, setting standards and procedures regarding how the City's funds are invested. The Investment Policy is consistent with the guidelines of the California Municipal 684
October 3, 2023
Treasurers Association (CMTA) Certification Program. The policy addresses the 19 sections that the Association deems as critical elements, which are as follows:
1. Policy
2. Scope
3. Prudence
4. Objective
5. Delegation of Authority
6. Ethics and Conflicts of Interest
7. Authorized Financial Dealers and Institutions
8. Authorized and Suitable Investments
9. Review of Investment Portfolio
10. Investment Pools/Mutual Funds
11. Collateralization
12. Safekeeping and Custody
13. Diversification
14. Maximum Maturities
15. Internal Controls
16. Performance Standards
17. Reporting
18. Investment Policy Adoption
19. Glossary
The Investment Policy provides for the City to invest public funds in a manner which will provide the highest investment return, with maximum security, while meeting the daily cash flow demands of the City and conforming to all state and local statutes governing the investment of public funds. It further provides that the policy shall be reviewed annually and adopted by resolution of the City Council.
Swap Policy
As of April 20, 2021, the City adopted a guiding fiscal policy which prohibits the use of interest rate swaps when issuing debt (section VII Debt Management). Therefore, the Interest Rate Swap Policy in the paragraph below relates only to interest rate swap agreements entered into prior to April 20, 2021, and prohibits the City from that date forward from entering into swap agreements on currently held and future debt. The Policy does not prohibit the renegotiation of current swap agreement terms as long as the renegotiation does not involve entering into another swap agreement.
Since the scope of interest rate swaps is beyond that of the traditional fixed rate longterm bonds covered by the Debt Policy, it is important for the City to maintain a policy that will provide guidance in selecting, implementing, and administering all swaps related to City bond issues. Standard & Poor's Rating Agency assigns Debt Derivative Profile (DDP) scores to individual swap transactions, with the lowest score of "1" equating to no risk and highest score of "4" meaning "high risk". By adhering to the guidelines established in its Swap Policy, the City has successfully achieved a DDP score of "1.5" (low risk) on all of its swap transactions. 685
October 3, 2023
Next Steps
City staff will continue to monitor industry best practices and propose revisions to these policies on an annual basis.
DOCUMENTS ATTACHED:
Attachment 1 – Resolution Adopting Debt Policy, Fiscal Year 2023-24 Attachment 2 – Debt Policy, Fiscal Year 2023-24
Attachment 3 – Resolution Adopting Pension Funding Policy Fiscal Year Y2022-23 & Fiscal Year 2023-24
Attachment 4 – Pension Funding Policy Fiscal Year 2022-23 & Fiscal Year 2023-24 Attachment 5 – Resolution Adopting Investment Policy, Fiscal Year 2023-24 Attachment 6 – Investment Policy, Fiscal Year 2023-24
Attachment 7 – Resolution Adopting Swap Policy, Fiscal Year 2023-24 Attachment 8 – Swap Policy, Fiscal Year 2023-24
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Reso No.____
RESOLUTION NO. ____
A RESOLUTION OF THE COUNCIL OF THE CITY OF RICHMOND,
CALIFORNIA, ADOPTING THE DEBT POLICY FOR FISCAL YEAR 2023-2024 WHEREAS, the City of Richmond (the "City") is a charter city that operates under the Council-Manager form of government for the purposes of providing a full range of municipal services including police and fire protection; construction and maintenance of highways, streets and infrastructure; library services; storm water and municipal sewer systems; a wastewater treatment facility; and the administration of recreational activities and cultural events; and
WHEREAS, the City also operates the Richmond Memorial Convention Center and the Port of Richmond; and
WHEREAS, the City has established and maintains a well-managed debt program pursuant to a comprehensive debt policy that sets forth the parameters for issuing debt and managing the debt portfolio, including post-issuance compliance; and WHEREAS, in the credit rating process, the rating agencies believe it is appropriate to place significant value on debt policies that have been adopted by cities; and WHEREAS, the City established a Debt Policy that requires annual commitments relating to the General Fund debt cannot exceed ten percent (10%) of current General Fund revenues; and
WHEREAS, the adoption of the financial policy listed in this document is consistent with "best practices" and the City's fiduciary oversight of the Fiscal Policies of FY2023-24.
NOW THEREFORE BE IT RESOLVED, that the City Council hereby adopts the Debt Policy for the City of Richmond that is attached hereto as Exhibit A. * * * * * * * * * * * * * * * * * * * * * * * * * * * * * * * * 687
Reso No.____
I certify that the foregoing resolution was passed and adopted by the Council of the City of Richmond at a regular meeting thereof held _______________, by the following vote:
AYES:
NOES:
ABSTENTIONS:
ABSENT:
CLERK OF THE CITY OF RICHMOND
(SEAL)
Approved:
Mayor
Approved as to form:
City Attorney
State of California }
County of Contra Costa : ss.
City of Richmond }
I certify that the foregoing is a true copy of Resolution No._____, finally passed and adopted by the City Council of the City of Richmond at a regular meeting held on ____________. 688
Table of Contents
City of Richmond
Debt Policy
Fiscal Year 2023-24
1. Introduction ..............................................................................................................................................2
2. Policy Purpose ..........................................................................................................................................2
3. California Debt and Investment Advisory Commission (CDIAC) Reporting/Debt Policy Requirements ..3
4. Scope of Application .................................................................................................................................3
5. Types and Purposes of Debt .....................................................................................................................3
5.1. Long-Term Debt ..............................................................................................................................4
5.2. Short-Term Debt .............................................................................................................................5
5.3. Refunding Financing .......................................................................................................................6
5.4. Other Debt ......................................................................................................................................6
6. Integration with Planning Goals and Objectives ......................................................................................7
7. Internal Control Policies ...........................................................................................................................7
8. Debt Approval Procedures .......................................................................................................................8
9. Debt Limitations .......................................................................................................................................8
10. Methods of Sale ....................................................................................................................................8
10.1. Competitive Sale .............................................................................................................................8
10.2. Negotiated Sale ...............................................................................................................................9
10.3. Private Placement ...........................................................................................................................9
11. Debt Structuring Practices.....................................................................................................................9
11.2. All Bonds .........................................................................................................................................9
11.3. Variable Rate Bonds ..................................................................................................................... 10
12. Derivatives Policy ............................................................................................................................... 10
13. Permitted Investments ....................................................................................................................... 11
14. Professional Assistance ...................................................................................................................... 11
15. Ongoing Debt Administration ............................................................................................................ 12
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City of Richmond
Debt Policy
1. Introduction
The City of Richmond (the City), through the Finance Department, executes debt instruments, administers debt proceeds, manages ongoing disclosure and debt compliance, and makes debt service payments, while acting with prudence and diligence and attention to prevailing economic conditions. The City believes that debt is an equitable means of financing capital projects and represents an important means of meeting fiscal responsibilities.
The Debt Policy primarily addresses debt instruments/securities issued by the City in public or private bond markets. This is consistent with Government Finance Officers Association (GFOA) guidelines, and rating agency guidelines. The debt policies pertain to debt that is typically incurred when capital is raised in the public or private markets, including borrowings from sophisticated qualified institutional buyers, to meet the City’s funding needs.
Such debt constitutes obligations whereby a third-party has provided funds, which is evidenced by the formal execution of a bond or certificate (or a similar instrument) and is held by the third-party until it is repaid.
The Debt Policy does not cover other obligations such as contracts payable, notes payable, arbitrage liability, or net pension liability, pension unfunded accrued actuarial liability and Other Post-Employment Benefits (OPEB) unfunded accrued actuarial liability. The City’s Annual Comprehensive Financial Report (ACFR) provides a complete list of outstanding long-term obligations. The sections in the ACFR listing the long-term obligations are:
Governmental Activities Long-Term Debt Obligations; Business Type Activities Long-Term Debt Obligations; Special Assessment Debt without City Commitment; and Conduit Debt. Consistent with Governmental Accounting Standards Board (GASB)standards, the net pension liability and OPEB-related obligations are reflected in the Notes section of the ACFR.
The Debt Policy outlines the City’s procedures and goals for the use of debt to finance City needs. This Debt Policy is enacted in an effort to standardize and plan the issuance and management of debt by the City. While the Debt Policy serves as a guideline for general use, from time to time, however, compelling or extraordinary circumstances may arise that require the City Council, at the recommendation of the Finance Department, to deviate from this policy.
2. Policy Purpose
The purpose of this Debt Policy is to set forth the principles and objectives that should guide the City’s decisions to issue debt and establishes guidelines for responsibly managing debt. The core objectives of this policy include the following:
2.1. Establish guidelines for the use of various categories of debt.
2.2. Create procedures and policies that minimize the City’s debt service and issuance costs.
2.3. Maintain access to cost-effective borrowing.
2.4. Ensure full and timely repayment of debt.
690
2.5. Achieve and maintain the highest practical credit ratings of the various bond and credit types as well as the City’s overall credit rating.
2.6. Ensure financial controls are in place with respect to proceeds of debt issuances.
2.7. Ensure compliance with covenants contained in financing documents and compliance with applicable state and federal laws and regulations.
2.8. Promote the City’s best interests and protect the City’s financial stability when deciding whether to approve debt.
2.9. Provide full and complete financial disclosure and reporting.
In meeting these objectives, the City also fulfills the requirements of California Government Code Section 8855 with respect to local debt policies.
An annual review of the Debt Policy will be performed and any changes to the policy will be brought forward for City Council consideration and approval. Further, in the event there are any material deviations or exceptions from the Debt Policy when a certain bond issue is structured, those exceptions will be discussed in the staff reports when the bond issue is docketed for City Council’s consideration.
3. California Debt and Investment Advisory Commission (CDIAC) Reporting/Debt Policy Requirements
Effective January 1, 2017, Government Code Section 8855 was amended to require reporting to CDIAC both before and after the issuance of debt by or on behalf of local governments, including the City. Section 8855 also requires local governments to have a debt policy that includes the following (locations in this policy are identified parenthetically):
3.1. The purposes for which the debt proceeds may be used (Section: 5).
3.2. The types of debt that may be issued (Section: 5).
3.3. The relationship of the debt to, and integration with, the issuer’s capital improvement program or budget, if applicable (Section: 6.2).
3.4. Policy goals related to the issuer’s planning goals and objectives (Section: 6.1)
3.5. The internal control policies that the issuer has implemented, or will implement, to ensure that the proceeds of the proposed debt issuance will be directed to the intended use (Section: 7).
4. Scope of Application
This Debt Policy applies to debt issued by the City of Richmond, the Richmond Housing Authority, the Successor Agency to the Richmond Community Redevelopment Agency, and the Richmond Joint Powers Financing Authority; to debt the City issues on behalf of assessment districts and community facilities districts; and to debt the City issues on behalf of third parties where public benefit can be achieved i.e., conduit financing.
5. Types and Purposes of Debt
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5.1. Long-Term Debt
Long-term debt may be issued only to serve a public purpose and may be used to finance the costs of acquiring or improving land, infrastructure, facilities, or equipment if it is appropriate to spread these costs over more than one budget year. Long-term debt may also be used to fund capitalized interest, costs of issuance, required reserves, and any other financing-related costs that may be legally capitalized. Long-term debt may not be used to fund City operating costs. The final maturity of long-term debt should not exceed 40 years. The following are the types of long-term debt that may be undertaken by the City:
5.1.1. Special-Assessment Bonds. The Improvement Act of 1911 and the Improvement Bond Act of 1915 authorize the City to form assessment districts for imposing special-assessment liens on properties within the districts. Assessments on each property are calculated according to the “special benefit” the property receives from the local public improvements. Local public improvements examples include local streets, street lights, landscaping, sidewalks and sanitary sewers. The assessments are used to secure payment of bonds that amortize the local public improvement costs over a period of years. A majority of the property owners within the district must approve both the formation of the district and the issuance of the bonds.
Approval occurs through submission of assessment ballots weighted according to the amount of each property’s proposed assessment.
5.1.2. Special-Tax Revenue Bonds. Under the Mello-Roos Community Facilities District Act of 1982, codified at Governmental Code sections 53311 to 53368.3 (the “Mello-Roos Act”), the City may use special-tax bonds to finance the construction or acquisition of various public improvements. The Mello-Roos Act provides an efficient means of financing certain public capital facilities and services and promotes economic development in areas that lack sufficient infrastructure, such as infill or brownfield areas. Bonds may be issued to fund capital facilities so long as the estimated useful life of the facilities is at least five years. These bonds must be approved by at least two-thirds of the qualified electors within the Community Facilities District unless there are fewer than 12 qualified electors, in which case the vote is by the landowners.
5.1.3. Marks-Roos Bonds. Under the Marks-Roos Local Bond Pooling Act of 1985, codified at Government Code sections 6500 to 6599.3 (the “Marks-Roos Act”), governmental entities, in consort with or as part of a jointpowers financing authority, may use a “pooled” financing technique for a broad array of public capital improvements.
5.1.4. General Obligation Bonds. These bonds may be issued by governmental entities that have the legal authority to levy ad valorem property taxes and other charges at whatever rate and amount is necessary to pay the debt. Under article XVI, section 18 of the California Constitution, these bonds may only be issued for the acquisition or improvement of real property such as libraries, parks and public safety facilities. Twothirds voter approval is required.
5.1.5. Tax-Allocation Bonds. Until January 2012, the City was authorized to issue tax-allocation bonds (“TABs”) that were secured by a pledge of tax-increment revenues from redevelopment project areas. Proceeds from TABs were used to revitalize blighted and economically depressed areas and promote economic growth. The City is no longer authorized to issue new-money TABs unless the City or its related financing authorities are aware of enforceable obligations that need to be met. Only refunding TABs are now authorized, and only the Successor Agency to the Richmond Community Redevelopment Agency may issue them.
5.1.6. Certificates of Participation and Lease-Revenue Bonds. These debt instruments are secured by a leaseleaseback arrangement between the City and another public entity. The City uses its general operating 692
revenues (which are not expressly pledged) to pay amounts owed under the lease. The payments are in turn used to pay debt service on lease-revenue bonds issued by a joint-powers financing authority or on certificates of participation executed and delivered by a trustee. Under this type of financing, a site, on which a capital project is being built, is leased to a joint-powers financing authority and subsequently the site and the capital project, are leased back to the City. In an alternative arrangement, a different asset is leased to the joint-powers financing authority and leased back, with the proceeds of the bonds being used for some other capital improvements (this is known as an "asset transfer" financing). Lease payments from the City are subsequently collected by the joint-powers financing authority and used to fund the debt service payments. Internally, costs of particular projects can be allocated to the budgets of one or more departments, but the City's general fund is liable to pay lease payments. Voter approval is not required because these debt instruments are not subject to the debt limit in article XVI, section 18 of the California Constitution.
5.1.7. Revenue Bonds. These bonds are payable from revenue generated by a City enterprise, such as the Port, KCRT Cable Television, and Water Resource Recovery. Because debt service on revenue bonds is paid solely from enterprise revenues and are not secured by any pledge of tax or general fund revenues, these bonds are not subject to the debt limit in article XVI, section 18 of the California Constitution. Revenue bonds are used for the improvements to the enterprise.
5.1.8. Pension Obligation Bonds. Pension Obligation Bonds are issued to finance all or part of the unfunded pension liabilities of a pension plan. Typically, these bonds are issued at a lower rate of return than was being paid to the Pension System Administrator, and in this way, provide an economic benefit to the City.
5.1.9. State and Federal Loans or Other Similar Debt Instruments. State and federal loan proceeds are an important source of funds for capital projects in addition to bond proceeds. State Revolving Funds make low-cost loans available to local agencies to fund certain public infrastructure projects. Through these programs, various state agencies, such as the California State Water Resources Control Board, California Infrastructure and Economic Development Bank, and California Department of Resources Recycling and Recovery, as well as federal agencies such as the Department of Transportation and Environmental Protection Agency, offer local agencies loans to fund qualifying public infrastructure projects. Often the cost of borrowing through the loan programs is lower than the cost of issuing. Benefiting departments within the City will evaluate such programs in conjunction with the Finance Department on a case-by-case basis. City Council approval is required to apply for such loans.
5.1.10. Conduit Debt. The City may agree to provide conduit financing for specific public purposes, such as financings for affordable rental housing and qualified 501c3 organizations. In a conduit financing, the debt is solely repaid with non-City revenues. No City funds will be pledged to the repayment of conduit debt and no appropriation of City funds will be made in the event of a default. All conduit financings must have at least one investment grade rating from a nationally recognized rating agency, or have a private placement investor committed to purchase the bonds.
5.2. Short-Term Debt
Short-term debt may be issued for any purpose for which long-term debt may be issued, including the payment of capitalized interest and other financing-related costs; it may also be used to address legitimate short-term cashflow requirements during a given fiscal year, so that the City may continue to fund the operating costs of providing necessary public services; and it may be used to bridge the gap in financing before long-term debt is issued to meet the ongoing capital needs of a project or series of projects. The City will not engage in short-term borrowing solely for the purpose of generating investment returns (arbitrage). Short term debt usually may not exceed five years. 693
5.2.1. Tax and Revenue Anticipation Notes (“TRANs”). These are short-term notes used to cover cash shortfalls resulting from a mismatch between the timing of revenues and expenditures. The City may issue TRANs when needed to meet general fund cash-flow needs in a fiscal year. TRAN proceeds may be used and expended for any purpose, including operating expenses, capital expenditure, repayment of indebtedness and investment and reinvestment. TRAN proceeds may be invested at an unrestricted yield if TRANs are issued in an amount not to exceed the maximum anticipated cumulative cash flow deficit over 13 months, plus the lesser of either (i) a reasonable working capital reserve or (ii) 5% of the prior fiscal year's expenditures paid out of current revenues. TRANs are secured by the property taxes and other revenues received later in the fiscal year. Voter approval is not required.
5.2.2. Line of Credit. This is a contract between the issuer and a bank that provides a source of borrowed monies to the issuer in the event that monies available to pay debt service or to purchase a demand bond are insufficient for that purpose. The City may enter into agreements with commercial banks or other financial entities for purposes of acquiring a Line of Credit. Voter approval is not required.
5.2.3. Lease-Purchase Financings. These financings may be used for the short-term financing of essential equipment or capital assets. The term of a lease purchase agreement is typically less than 10 years but may be as long as 15 years. Under this type of financing, the City and a lessor enter into a master lease agreement for the lease-purchase of equipment or capital assets up to a certain aggregate amount. The City and the lessor then enter into separate “schedules of property” or “lease schedules” for each lease purchase of equipment or capital asset, and the City Council annually budgets and appropriates an amount sufficient to pay rent for the equipment or capital asset under lease during that year; the failure to appropriate will result in termination of the lease-purchase agreement. Voter approval is not required.
5.3. Refunding Financing
The Finance Department will periodically review outstanding City Debt to identify refunding opportunities and evaluate the costs and benefits of restructuring or retiring outstanding obligations. Refunding will be considered (within federal tax-law constraints) when it will provide a net economic benefit or when it is needed to achieve City objectives relating to changes in covenants, call provisions, operational flexibility, tax status, the issuer, debt-service profile, etc. The City may purchase City Debt in the open market for the purpose of retiring the debt when doing so is cost effective.
5.3.1. There are two types of refunding transactions: a current refunding occurs when outstanding bonds are paid off within 90 days after the proceeds of refunding bonds are deposited into an escrow account with the escrow agent (typically the same entity as the trustee); and an advance refunding occurs when outstanding bonds are paid off more than 90 days after proceeds of refunding bonds are deposited into an escrow account with the escrow agent. Federal tax law does not currently permit tax exempt advance refundings.
5.3.2. In general, when the City undertakes a current refunding or an advance refunding for net economic benefit, the refunding should produce net present value debt service savings of at least 3%. This 3% threshold is a goal rather than a requirement, as the City may have reason to refund an issue that generates net-presentvalue savings of less than 3% (i.e., the refunding will eliminate unduly restrictive bond covenants or achieve a favorable restructuring of debt).
5.4. Other Debt
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There may be special circumstances when other forms of debt are appropriate; these will be evaluated on a caseby-case basis by the Finance Department. Such other forms may include, but are not limited to non-enterprise revenue bonds, bond anticipation notes, grant anticipation notes and judgment or settlement obligation bonds.
6. Integration with Planning Goals and Objectives
6.1. Policy Goals Related to Planning Goals and Objectives. The City is committed to long-term capital and financial planning, maintaining appropriate reserve levels and employing prudent practices in governance, management and budget administration. This Debt Policy, in conjunction with the City’s Swap Policy, Reserve Policy, Capital Improvement Plan, Five-Year Revenue and Expenditure Forecast, Investment Policy and the Cash Reserve Policy, serves as an important tool that supports the use of the City’s resources to meet its financial commitments and to maintain sound financial management practices. The City intends to issue debt for the public purposes stated in this Debt Policy and to implement policy decisions incorporated in the City’s annual operating and capital budgets. This Debt Policy will help ensure that debt is issued and managed in a manner that protects the public interest.
6.2. Relationship of Debt to Capital Improvement Plan and Budget. The City’s Capital Improvement Plan sets priorities for projects and funding while the Debt Policy provides policy direction and limitations for proposed financings undertaken to implement the Capital Improvement Plan. Debt issuances will be integrated with the goals of the capital improvement plan and capital budget by timing the issuance of debt to ensure that projects are available when needed in furtherance of the City’s public purposes, and that the long-term repayment obligation is sustainable from a budgetary perspective. The City will seek to issue debt in a timely manner to avoid having to make unplanned expenditures for capital improvements or equipment from the general fund.
Debt issuances for capital projects will be incorporated into the Capital Improvement Plan at the time the plan is recommended for City Council approval.
The City shall strive to fund the upkeep and maintenance of its infrastructure and facilities, due to normal wear and tear, through the expenditure of available operating revenues. The City shall seek to avoid the use of debt to fund infrastructure and facilities improvements that are the result of normal wear and tear, unless a specific revenue source has been identified for this purpose.
7. Internal Control Policies
When issuing debt, in addition to complying with the terms of this Debt Policy, the City shall comply with any other applicable policies regarding initial bond disclosure, continuing disclosure, post-issuance compliance, and investment of bond proceeds. Without limiting the foregoing, the City will periodically review the requirements of and will remain in compliance with the following:
7.1. Federal securities law, including any continuing disclosure undertakings entered into by the City in accordance with Securities and Exchange Commission Rule 15c2-12;
7.2. Any federal tax compliance requirements, including, without limitation, arbitrage and rebate compliance; The City’s investment policy as it relates to the use and investment of bond proceeds; and
7.3. Government Code section 8855(k) and the annual reporting requirements therein. Proceeds of debt will be held either: (a) by a third-party trustee or fiscal agent, which will disburse such proceeds to or upon order of the City with the submission of one or more written requisitions by the Finance Department; or (b) by the City, to be held and accounted for in a separate fund or account. 695
Timely authorizations and processing of transactions will be undertaken and expenditures will be carefully documented by the City to ensure proceeds are utilized for the intended use. Regular budget and schedule progress updates will be required by the Finance Department to track the status of debt-funded projects.
8. Debt Approval Procedures
8.1. Reviewed by City Council. All proposed long-term financing transactions for capital improvements shall be reviewed by the City Council. For matters related to the City Council approval process, "long-term financing" means financing which constitutes an obligation beyond one fiscal year.
8.1.1. Proposed transactions submitted for City Council approval should be reviewed prior to submission by the Finance Director, City Manager and City Attorney.
8.1.2. Upon approval by the Finance Director, City Manager and City Attorney, the proposed transaction shall then be presented to the full City Council.
8.2. Approval by the City Council. All long-term financing transactions over $10,000 should be agendized as *action* items and shall be approved and adopted by the City Council. The City Council shall comply with all public hearing requirements applicable to the specific type of bond being approved.
9. Debt Limitations
There is no statutory restriction on the amount of Lease Revenue Bonds or Certifications of Participation that can be outstanding at any given time. However, it is the policy of the City of Richmond that net debt service payments funded from General Fund sources shall be no greater than 10% of current General Fund revenues. Payments on bonds that are tied to a specified revenue stream other than General Fund sources (e.g. revenue bonds, tax allocation bonds and assessment bonds) are not subject to this 10% limit. Each proposed financing will be individually assessed by the Finance Department and subject to the approval policies contained herein.
The City also issues debt funded by revenues of Business-type activities, also known as Enterprise Funds. Any debt secured by revenues of an Enterprise Fund shall maintain a coverage ratio (defined as the ratio of revenues subject to the bondholders’ pledge over aggregate debt service on bonds secured by the pledged revenues of the Enterprise Fund) that equals or exceeds the minimum coverage required by the rate covenant in the financing documents.
10. Methods of Sale
The Finance Department shall review each transaction on a case-by-case basis to determine the most appropriate method of sale.
10.1. Competitive Sale. In a competitive sale, bids for the purchase of the bonds are opened at a specified place and time and are awarded to the underwriter (or syndicate) whose conforming bid represents the lowest true interest cost (TIC) to the City. The City may take bids in person, by facsimile, or by electronic means.
10.1.1. Bond sales shall be advertised as broadly as possible, including advertising in an industry newspaper. The financial advisors for each transaction shall undertake to provide information on the bonds to prospective bidders and investors as relevant.
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10.1.2. Terms of the bonds shall be amendable as late as possible and ideally until at least 1:00 p.m. Pacific Time the day prior to the day bids are to be received.
10.1.3. Bond sales shall be cancelable at any time prior to the time bids are to be received.
10.1.4. Upon award to the bidder whose conforming bid represents the lowest true interest cost (TIC), the City may restructure the bonds in accordance with the Official Notice of Sale.
10.1.4.1. The City shall reserve the unfettered right to reject all bids or waive bid irregularities.
10.1.4.2. The Finance Department shall award any bonds sold via competitive sale.
10.2. Negotiated Sale. In a negotiated sale, the City chooses the initial buyer of the bonds in advance of the sale date. The initial buyer is usually an investment banking firm, or a syndicate of investment banking firms interested in reoffering the bonds to investors through an underwriting process. This type of sale allows the City to discuss different financing techniques with the underwriter in advance of the sale date, and is particularly appropriate for complex bond structures, difficult credit situations (such as non-rated assessment or Mello-Roos Bonds, and refundings).
10.3. Private Placement. Also referred to as a direct placement, private placement is a variation of a negotiated sale. Instead of retaining the services of an investment banking firm to underwrite the bonds, the City will sell the bonds directly to a limited number of investors. The City may use a placement agent to assist it in identifying likely investors.
11. Debt Structuring Practices
11.1. Standard Terms. The following terms shall be applied to the City's transactions as appropriate. Individual terms may change as dictated by the marketplace or the unique qualities of the transaction.
11.2. All Bonds
11.2.1. Term - 30 years is standard, but up to 35 years may be acceptable, depending on cash flow assumptions, construction timeline and remaining useful life of the asset being financed.
11.2.2. Maximum Yield – as set by State law.
11.2.3. Maximum Premium - case by case, as recommended by the City's Municipal Advisor.
11.2.4. Maximum Discount - case by case, as recommended by the City's Municipal Advisor.
11.2.5. Payment Dates - fixed after considering cash flow needs, the Finance Department will determine the occurrence of all new debt service payments.
11.2.6. Coupons - fixed rate or variable rate.
11.2.7. Call Provisions - shortest possible optional call consistent with optimal pricing.
11.2.8. Structure of Debt - prefer level debt service but shall be determined on a case-by-case basis, at the discretion of the Finance Department.
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11.2.9. Debt Service Reserve – case by case, as recommended by the City’s Municipal Advisor and/or the underwriter.
11.2.10. Capitalized Interest – may be sized through substantial completion plus a minimum of six months unless other assets are available to be pledged or otherwise limited under Federal Tax Law. Liquidated damages of construction contract must include amount of daily debt service.
11.2.11. Net Funding - the project and capitalized interest funds may be net funded if investments are secured upon issuance of bonds.
11.2.12. Reimbursement Resolution - must be adopted by the City Council if the project hard costs are advanced by the General Fund prior to the bond sale.
11.2.13. Good Faith Deposit - determined on a case-by-case basis by the Finance Department.
11.3. Variable Rate Bonds - The City may elect to issue any bonds as variable rate bonds, which are broadly defined to mean daily, weekly, monthly, semi-annual or auction rate bonds.
11.3.1. Purpose - reduction of net borrowing cost; match of assets and liabilities.
11.3.2. Maximum Portfolio Allocation - no more than 20% of the City's outstanding debt portfolio shall be in unhedged short-term paper consistent with policies for underlying debt types.
11.3.3. Term - consistent with policies for underlying debt types.
11.3.4. Maximum Yield – as set by State Law.
11.3.5. Monitoring - the Finance Department shall monitor all variable rate bonds on a monthly basis and shall determine, from time to time, whether to change modes and/or replace a broker/dealer or remarketing agent.
11.3.6. Budgeting Debt Service - the Finance Department will recommend that annual debt service on any variable rate bonds be budgeted at 1.5 times SIFMA Municipal Swap Index (or another relevant index or successor index to SIFMA) as of the last Wednesday in February in the year in which the budget is being prepared.
The Finance Department will also include in the budget any ongoing fees associated with floating rate bonds.
11.3.7. Liquidity - a liquidity facility shall be obtained, either externally or internally, for all short-term indebtedness containing a put feature.
11.3.8. Mode - all bonds issued as variable rate bonds shall be issued as "multi-modal" bonds.
11.3.9. Good Faith Deposit - determined on a case-by-case basis by the Finance Department.
12. Derivatives Policy
Derivative products and other financial instruments can be beneficial interest rate management tools that can assist the City as part of its overall debt and investment management program, but need to be monitored very 698
closely. Derivative products may be used by the City to reduce risk exposures or reduce interest costs, but may not be used for speculative purposes. The City maintains a separate Swap Policy attached hereto as Appendix B.
13. Permitted Investments
All investments of bond proceeds shall adhere to the City's Investment Policy, approved periodically by the City Council, as outlined in Appendix A. With the exception of guaranteed investment contracts, investments shall not allow security types or credit standards less than those of the City's Investment Policy.
13.1. City of Richmond Investment Policy: attached hereto as Appendix A.
13.2. Investment Agreements
13.2.1. Purpose - a) maximize interest earnings, thereby reducing net borrowing cost, b) match of assets and liabilities and/or c) hedging.
13.2.2. Counterparty - minimum rating of AA- from S&P or Aa3 from Moody's.
13.2.3. Mandatory Termination - limited to credit-related events and nonpayment.
13.2.4. Cure Provisions - timelines on City's obligations to cure must provide for appropriate legislative action.
13.2.5. City's Priority of Payment - termination payments - subordinate to related debt payments.
13.2.6. Procurement/Award - award based on best bid as defined in bid form after limited negotiation of terms.
13.2.7. Term - not in excess of the term of the bonds.
14. Professional Assistance
14.1. Municipal Advisors. The City shall utilize the services of independent municipal advisor(s) on debt financing when deemed prudent by the Finance Director. All such municipal advisors should be registered with the Securities and Exchange Commission and hold the Municipal Securities Rulemaking Board Series 50 designation. The City may utilize an RFP-selected pool of such municipal advisors to mitigate time constraints and reduce overhead costs of the City in procuring such services. Services shall be documented by contract and compensation shall be capped.
14.2. Underwriters. In the case of a competitive sale, the City will award the bonds to the underwriting firm whose bid results in the lowest True Interest Cost. In the case of a negotiated sale, the Finance Director will determine the best method of selection, taking into consideration all factors involved in each particular sale, and shall recommend the best qualified underwriter to the City Council.
14.3. Bond Counsel. The Finance Department, in consultation with the City Attorney's Office, shall recommend the bond counsel for each transaction to the City Council.
14.4. Broker-Dealers and Remarketing Agents. For all variable rate bonds, the Finance Director shall recommend broker-dealers or remarketing agents for each transaction to the City Council. The City shall monitor performance on a monthly basis. The City may replace a remarketing agent or broker-dealer with notice at any time.
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14.5. Disclosure Counsel. The Finance Department, in consultation with the City Attorney’s Office, shall recommend the disclosure counsel for each transaction to the City Council.
14.6. Trustees. Selected for each transaction by RFP, unless use of current trustee (particularly for parity obligations) is deemed practical by the Finance Director. The Trustee (or applicable holding company) shall have a combined capital and surplus of at least $500,000,000 and be subject to supervision or examination by federal or state authority.
14.7. Rebate Consultant. Selected by RFP for all bonds for a set term with 1-year extensions.
14.8. Financial Printer. Selected for each issue by RFP.
14.9. Auction Agents. Selected for each relevant issue by RFP issued by the Finance Department or its agent and subject to negotiation of terms.
14.10. Placement Agents. Selected for each relevant issue by RFP issued by the Finance Department or its agent and subject to negotiation of terms.
14.11. Liquidity Providers. Selected for each relevant issue by RFP issued by the Finance Department or its agent and subject to negotiation of terms.
14.12. Investment Agreement Counterparties. Selected by bid in compliance with Federal Tax Law Requirements in accordance with relevant bond documents and the City's Investment Policy.
14.12.1. In general, uncollateralized Investment Agreements shall be executed with counterparties rated at least AAA with collateral required upon downgrade below AAA.
14.12.2. Repurchase Agreements or Forward Delivery Agreements shall be executed with counterparties rated at least AA (by at least one of the major rating agencies) with downgrade provisions requiring assignment or collateral should the rating fall below A- or A3 by Standard and Poor's or Moody's Investor Services respectively.
15. Ongoing Debt Administration
15.1. Continuing Disclosure. It is the goal of the Finance Department to be as transparent as possible and comply with its obligations under continuing disclosure undertakings executed by the City in connection with its outstanding bonds.
15.2. Annual Report. The City will covenant to provide its annual disclosure report no later than 270 days following the end of the fiscal year. However, the City will use its best efforts to issue the Annual Report as soon as practical following the issuance of the City’s Annual Comprehensive Financial Report (ACFR).
The City shall use its best efforts to issue the Annual Report electronically on the Electronic Municipal Market Access (EMMA) system or any other successor thereto as designated by the United States Securities and Exchange Commission (SEC) or the Municipal Securities Rulemaking Board (MSRB), and to post the Annual Report on its web site. The Annual Report will also be on file with the City Clerk. 700
15.3. Material Event. The City will issue a notice of occurrence of a material event (as defined in Appendix C) in accordance with the provisions of SEC Rule 15c2-12. Prior to the issuance of any material event, the Finance Director will consult with the Mayor, City Manager, City Attorney and policymakers or outside professionals as appropriate, to discuss the materiality of any event and the process for accurate, timely and appropriate disclosure to the marketplace.
15.4. Post-Issuance Compliance on Build America Bonds. The City will adhere to the instructions contained in Appendix B regarding required post-issuance activities when Build America Bonds have been issued.
Upon recommendation of the Finance Department, the City may retain a firm to assist it in maintaining compliance with all continuing disclosure requirements.
15.5. Arbitrage Rebate Compliance. The City shall calculate arbitrage annually in each year that the related construction fund (or equivalent) has had an outstanding balance. Thereafter, the City shall calculate arbitrage on the fifth anniversary of the bond issuance in accordance with IRS recommended practices.
15.6. Insurance Certifications. The City (through its Risk Manager) shall provide annual insurance certification to the Trustee and Bond Insurer, if required under the legal documents for each issue.
15.7. Ratings. The policy of the Finance Department is to secure underlying ratings on all newly issued obligations from at least one national rating agency.
15.7.1. Citywide Ratings Notification. Any changes in ratings will be promptly noticed to the City Council.
15.7.2. Annual Meeting. The Finance Department shall meet with each rating agency that rates City debt issues at least annually unless such meeting is declined by the respective rating agency.
15.7.3. Annual Reporting. The Finance Department shall ensure prompt delivery to each of the rating agencies of the following public documents:
15.7.3.1. Annual Comprehensive Financial Reports (ACFR’s)
15.7.3.2. Adopted budgets
15.7.3.3. Other Reporting Certificates of Substantial Completion. On projects financed with long term obligations Certificates of Substantial Completion shall be delivered to the rating agencies and Bond Insurer, as relevant.
15.8. Voluntary Disclosures. The Finance Director may determine to file voluntary disclosure or information that is not required under any continuing disclosure undertaking. The City shall have no obligation to update any voluntary disclosure or information.
15.9. Record Retention. At a minimum, the following documentation shall be retained for the term of each issuance of bonds, including any refunding bonds, plus five years, or longer if contemplated by a tax certificate for a specific issuance of bonds.
(i) Continuing disclosure undertaking:
(ii) Annual Reports, including any EMMA transmittal letters and filing receipts; 701
(iii) Material Event Notices, including any EMMA transmittal letters and filing receipts; (iv) CDIAC transmittal letters and filing receipts, including those related to filing of Annual Debt Transaction Reports (ADTRs), pursuant to Senate Bill 1029 (Chapter 207, Statutes of 2016); (v) Rating Agency reports; and
(vi) Such other information as the Finance Director determines necessary or useful in accordance with the continuing disclosure undertakings.
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Reso No.____
RESOLUTION NO. ____
A RESOLUTION OF THE COUNCIL OF THE CITY OF RICHMOND,
CALIFORNIA, ADOPTING THE PENSION FUNDING POLICY FOR THE CITY OF RICHMOND PENSION TRUST FY 2023-24
WHEREAS, the City of Richmond (the “City”) is a charter city that operates under the Council-Manager form of government for the purposes of providing a full range of municipal services including police and fire protection; construction and maintenance of highways, streets and infrastructure; library services; storm water and municipal sewer systems; wastewater treatment facility; and the administration of recreational activities and cultural events; and
WHEREAS, the City also operates the Richmond Memorial Convention Center and the Port of Richmond; and
WHEREAS, the City provides retirement-related costs also known as Pension Benefits administered by CalPERS; and
WHEREAS, the Pension Benefits are comprised of two major components the normal cost, and unfunded accrued liability (“UAL”); and WHEREAS, The City, like most cities in California, has a UAL associated with its CalPERS pension plans for Safety and Non-Safety employees; and WHEREAS, A UAL occurs when current pension plan assets are not projected to be sufficient to pay projected pension costs in future years; and WHEREAS, as of July 2022, the City established an irrevocable Section 115 trust pursuant to the Internal Revenue Code for purposes of prefunding Pension, administered by Public Agency Retirement Services (PARS); and
WHEREAS, prefunding a Section 115 trust will address the rising UAL due to variances in actual experience versus CalPERS actuarial assumptions; and WHEREAS, the City Manager is vested with the City and fiduciary responsibility for the administration, management and operation of the Pension Trust; and WHEREAS, the City Manager has an obligation to provide reasonable assurance that the costs of benefits under the Pension Trust will be funded in an equitable and sustainable manner; and
WHEREAS, a funding policy establishes guidelines for plan funding through actuarial valuations, regular contribution rates, contribution timing and actuarial assumptions; and
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Reso No.____
WHEREAS, the adoption of a Pension Funding Policy is consistent with “best practices” and the Board’s fiduciary oversight of the Pension Trust.
NOW, THEREFORE BE IT RESOLVED, that the City Council hereby adopts the Pension Funding Policy for the City of Richmond Safety and Non-Safety Plans that is attached hereto as Exhibit A.
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Reso No.____
I certify that the foregoing resolution was passed and adopted by the Council of the City of Richmond at a regular meeting thereof held _______________, by the following vote:
AYES:
NOES:
ABSTENTIONS :
ABSENT:
CLERK OF THE CITY OF RICHMOND
(SEAL)
Approved:
Mayor
Approved as to form:
City Attorney
State of California }
County of Contra Costa : ss.
City of Richmond }
I certify that the foregoing is a true copy of Resolution No._____, finally passed and adopted by the City Council of the City of Richmond at a regular meeting held on ____________. 705
1 THE CITY OF RICHMOND, CALIFORNIA
PENSION FUNDING POLICY
FY 2023-24
Pension Funding Policy
A. Introduction
The following policy has been developed in response to significant annual pension cost increases as a result of current and retired employees living longer, lower than anticipated investment returns by CalPERS over the last several years, reduction in Discount Rate and CalPERS adopted policies that require all cities to payback all Unfunded Actuarial Liability (“UAL”) over thirty years for unfunded liability prior to June 30, 2019 valuations and over twenty years for any new unfunded liability. This policy will formalize a funding mechanism to be used at the City’s discretion to help offset future pension cost increases.
B. General Information
The City of Richmond (the “City”) approved a new contract to create a combo Section 115 Trust account on July 19, 2022, for pension prefunding. The combo Section 115 Trust account is administered by Public Agency Retirement Services (“PARS”) and allows the City to prefund Pension and Other Post-Employment Benefits (“OPEB”). The funds that are contributed to the Trust account can only be used to pay Pension and OPEB; the City can utilize these funds to pay for such costs during fiscal emergencies.
C. Policy Funding Objectives
The primary funding objectives of this Policy are to:
1. Address the increasing annual employer required UAL contributions due to variances in actual experience versus CalPERS actuarial assumptions including investment returns.
2. Prefunding the Trust Fund account can help the City improve its UAL funding ratio faster.
3. Provide budgetary flexibility during challenging budget years or to “smooth” payment spikes that could cause financial stress on the City.
D. Funding Guidelines
This Policy establishes guidelines for setting the employer contribution to pre-fund rising pension costs.
1. The City shall continue to make annual UAL prepayment to CalPERS in the beginning of each Fiscal Year, resulting in an approximately 3.0 percent discount compared to paying the UAL monthly. The City shall place the prepayment savings into the Trust account. 706
2 2. The City shall place 10 percent of each year-end operating surplus (Total Actual Revenues minus Total Actual Expenditures, including Transfers In and Transfers Out) in the General Fund in excess of the City’s Minimum Reserve Policy into the Trust.
E. Review of Funding Policy
Funding Pension requires a long-term plan. The City will review this policy annually and make changes as necessary. Annually checking the CalPERS actuarial valuations to determine if changes to this policy are necessary to ensure adequate resources are being accumulated to fund Pension.
707
Reso No.____
RESOLUTION NO. ____
A RESOLUTION OF THE COUNCIL OF THE CITY OF RICHMOND,
CALIFORNIA REVISING THE CITY OF RICHMOND'S FINANCIAL POLICIES BY ADOPTING THE INVESTMENT POLICY FOR FISCAL YEAR 2023-24 WHEREAS, the City of Richmond (the "City") is required to maintain and periodically update the City's Financial Policies consistent with the standards set forth by the California Municipal Treasurers Association (the "CMTA") Certification Program; and WHEREAS, a written investment policy is reviewed by the City's governing body annually and may be certified by the CMTA as often as needed according to relevance of importance; and
WHEREAS, the Investment Policy Certification Program (the "Program') of the CMTA was developed in 2012; and
WHEREAS, the Program was instituted in an effort to assist state and local governments interested in drafting or improving upon an existing investment policy; and WHEREAS, the CMTA Certification Committee is comprised of fellow CMTA members, many of whom have earned the Certified California Municipal Treasurers (CCMT) designation and who volunteer to serve as reviewers; and WHEREAS, for the policy to receive certification, it must be approved by all reviewers in all areas spelled out in the CMTA Certification Program; and WHEREAS, the CMTA Certification Program investment policy includes language and rationales for those 19 sections that the Association deems as critical elements; and
WHEREAS, those critical elements are:
1. Policy
2. Scope
3. Prudence
4. Objective
5. Delegation of Authority
6. Ethics and Conflicts of interest
7. Authorized Financial Dealers and Institutions
8. Authorized and Suitable Investments
9. Review of Investment Portfolio
10. Investment Pools/Mutual Funds
11. Collateralization
12. Safekeeping and Custody
13. Diversification
14. Maximum Maturities
15. Internal Controls
16. Performance Standards
17. Reporting
708
Reso No.____
18. Investment Policy Adoption
19. Glossary; and
WHEREAS, prior to July 1, 2023, the investment policy had not been certified by CMTA; and
WHEREAS, the investment policy is reviewed and updated by the Finance department annually to meet the standards set forth by CMTA.
NOW, THEREFORE, BE IT RESOLVED, that the City Council of the City of Richmond, California, hereby amends the City's existing investment policy to adhere to the CMTA "Certification Program" Investment Policy guidelines which will be reviewed by the City Council annually and may be certified by CMTA as often as needed according to relevance of importance.
BE IT FURTHER RESOLVED, that this certification will serve to assure the City Council and the public that the City of Richmond is abiding by professional standards established to ensure prudent management of public funds.
BE IT FURTHER RESOLVED, that a copy of the new City of Richmond Investment Policy is attached hereto as Exhibit A.
* * * * * * * * * * * * * * * * * * * * * * * * * * * * * * * * 709
Reso No.____
I certify that the foregoing resolution was passed and adopted by the Council of the City of Richmond at a regular meeting thereof held _______________, by the following vote:
AYES:
NOES:
ABSTENTIONS:
ABSENT:
CLERK OF THE CITY OF RICHMOND
(SEAL)
Approved:
Mayor
Approved as to form:
City Attorney
State of California }
County of Contra Costa : ss.
City of Richmond }
I certify that the foregoing is a true copy of Resolution No._____, finally passed and adopted by the City Council of the City of Richmond at a regular meeting held on ____________. 710
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CITY OF RICHMOND
INVESTMENT POLICY
FY2023-24
I. Mission Statement
It is the policy of the City of Richmond (City) to invest public funds in a manner which will provide the highest investment return with maximum security while meeting the daily cash flow demands of the City and conforming to all state and local statutes governing the investment of public funds.
II. Scope
This investment policy covers the City's pooled funds which include the General Fund, Special Revenue, Debt Service, Capital Projects, Enterprise, Internal service, Trust & Agency, Redevelopment/Successor Agency and any other Funds investment activities under the direction of the City.
The investment of bond and note proceeds will be in accordance with policy contained in the relevant bond documents approved by the City Council at the time of the issuance of the debt. To the extent not inconsistent with such bond documents, bond or note proceeds and in accordance with Government Code, sections 53601(I) and 5922(d), proceeds may be invested in (i) Guaranteed Investment Contracts or other debt issuance proceeds with an investment provider rated in a category of "A" or better and with downgrade protection or (ii) Investment instruments described herein.
The investment policy for the Police and Fire Pension Fund and the General Pension Fund are contained in the City Charter.
III. Objectives
The City's investment activities are designed to accurately monitor and forecast expenditures and revenues to ensure funds are always available when needed. The portfolio will be managed to take advantage of changing economic conditions that can aid in increasing the total return on the City's portfolio. The City will invest up to 100% of all idle funds.
The primary objectives of the investment activities, in priority order shall be:
1.Safety. Safety of principle is the foremost objective of the investment program. Investments of the City shall be undertaken in a manner that seeks to ensure preservation of capital in the portfolio. To attain this objective, the City will diversify its investments by investing funds among 711
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a variety of securities offering independent returns and financial institutions.
2.Liquidity. An adequate percentage of the portfolio will remain sufficiently liquid in short-term securities to enable the City to meet its cash flow requirements. Since all cost requirements cannot be anticipated, investment in securities with active secondary or resale markets is highly recommended. Emphasis should be on marketable securities with low sensitivity market risks.
3.Yield. The investment portfolio of the City should be designed with the objective of attaining a market rate of return,also known as the yield, on its investments. Yield should be considered only after safety and liquidity objectives have been met and measured against cash flow needs.
IV. Delegation of Authority
Management responsibility for the investment program is hereby delegated to the Director of Finance, acting in their capacity as Treasurer, or the Accounting Manager as designee who shall be responsible for all transactions undertaken and shall monitor and review all investments for consistency with this investment policy. The Director of Finance or their designee shall establish a system of controls to regulate the activities of subordinate officials, and their procedures in the absence of the Director of Finance.
V. Prudence
The standard of prudence to be used in the management of the City’s investment portfolio shall be the “prudent person” standard. The “prudent person” standard states that, “Investments shall be made with judgment and care under circumstances then prevailing, which persons of prudence, discretion, and intelligence exercise in the management of their own affairs, not for speculation, but for investment, considering the probable safety of their capital as well as the probable income to be derived. “ The City holds to the “prudent investor standard” as set forth in Section 53600.3 of the Government Code. in that all investments placed shall be made with a degree of judgment and care, The prudent investor standard states, “When investing, reinvesting, purchasing, acquiring, exchanging, selling, or managing public funds, a trustee shall act with care, skill, prudence, and diligence under the circumstances then prevailing, including, but not limited to, the general economic conditions and the anticipated needs of the agency, that a prudent person acting in a like capacity and familiarity with those matters would use in the conduct of funds of a like character and with like aims, to safeguard the principal and maintain the liquidity needs of the agency.”
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VI. Ethics and Conflict of Interest
1. All participants in the investment process shall act as custodians of public trust. Investment officials shall recognize that the investment portfolio is subject to public review and evaluation. The overall program shall be designed and managed with a degree of professionalism that is worthy of the public trust.
3. In a diversified portfolio it must be recognized that occasional measured losses are inevitable and must be considered within the context of the overall portfolio investment return provided that adequate diversification has been implemented. Each issuer shall be limited in terms of their percentage of the portfolio, to minimize risk exposure.
4. In accordance with California Government Code Sections 89502 and 89503, officers and employees of the City shall refrain from any activity that could conflict with the proper execution of the investment program or that could impair their ability to make impartial investment decisions.
All investment personnel shall comply with the reporting requirements of the Political Reform Act, to include the annual filing of their Statement of Economic Interest.
VII. Authorized Broker/Dealers
The Director of Finance will maintain a list of broker/dealers authorized to provide investment services. The broker/dealers will be selected by credit worthiness that is authorized to provide investment services in the State of California. These may include "primary" dealers or "regional" dealers that qualify under Securities and Exchange Commission Rule 15C3-1 (uniform net capital rule).
VIII. Authorized Investments and Maximum Maturities
With the above objectives and criteria in mind, the City of Richmond may invest in the following instruments with a rating of “A” or higher (when applicable) that have maturities of five (5) years or less at the time of purchase, unless otherwise stated below:
1. Government Bonds and Notes- Maximum of 100% invested no longer than 5 years
i. United States Treasury Notes, Bonds, Bills, or certificates of indebtedness or those for which the full faith and credit of the United States are pledged for the payment of principal and interest; and
ii. Treasury notes or bonds of the State of California; and iii. Bonds, Notes, Warrants or other evidence of indebtedness of Any local agency within California with a minimum rating threshold of an “A”.
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2. Bonds and Notes of Federally Sponsored Agencies - Maximum of 100% invested no longer than 5 years, such as the Federal Farm Credit Bank, Federal Home Loan Bank, Federal National Mortgage Association, Government National Mortgage Association, or any other instruments issued by a federal agency, or a United States government sponsored enterprise.
3. Negotiable Certificates of Deposit issued by a Federal and State chartered bank or a Federal and State Savings and Loan Association or by any state licensed branch of a foreign bank. Purchases are not to exceed 30% of invested idle funds.
4. Local Agency Investment Fund (LAIF) - maximum of $75 million The City may invest in the Local Agency Investment Fund (LAIF) established by the State Treasurer for the benefit of local agencies up to the maximum permitted by State law but not to exceed the aggregate limit set by the City of 100%.
5. CalTRUST a Joint Powers Authority created by public agencies to provide a convenient method for public agencies to pool their assets for investment purposes, not to exceed the aggregate limit set by the City of 100%. CalTRUST is governed by a Board of Trustees made up of experienced local agency treasurers and investment officers.
6. Medium Term Notes with a maximum of five years maturity issued by corporations organized and operating within the United States. Such securities must be rated in a rating category of "A" or better by a nationally recognized rating service. Purchases may not exceed 30% of invested idle funds in any single institution.
7. Commercial Paper of "prime quality" of the highest ranking or of the highest letter and numerical rating as provided for by Moody's Investor Service, Inc., or Standard & Poor's Corporation. Eligible paper is further limited to issuing corporations that are organized and operating within the United States and have total assets in excess of five hundred million dollars ($500,000,000.00) and having an "A" or higher rating for the issuer's debt, other than commercial paper, if any, as provided for by Moody's Investors Service, Inc., or Standard & Poor's. Eligible commercial paper may not exceed 270 days maturity nor represent more than 10 percent of the outstanding paper of an issuing corporation. Purchases of commercial paper may not exceed 25% of the City’s surplus money that may be invested pursuant to this section.
8. Money Market Funds are eligible for investment if the companies providing the mutual funds invest only in instruments authorized by Government 714
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Code, Sections 53601 and 53630. To be an eligible money market investment under this section:
• The money market shall have attained the highest ranking, or the highest letter and numerical rating provided by not less than two nationally recognized statistical rating organizations and shall maintain these ratings for the duration of the investment.
• Retain an investment advisor registered with the Securities and Exchange Commission (SEC) with not less than five (5) years' experience investing in securities and obligations. • The fund shall have a minimum of $500 million to total asset size of portfolio at time of investment and should not drop below this threshold.
• The purchase price of the share of beneficial interest shall not include any commission that these companies charge.
• Purchases shall not exceed 20 percent of the City's idle funds Summary of Maximum Percentage Limitations of Investments, by Investment Type The following summary of maximum percentage limits, by instrument, is established for the City's total pooled fund's portfolio:
Investment Type: Percentage
U.S. Treasury Bills, Notes, and Bonds 0 to 100%
U.S. Government Agency Obligations 0 to 100%
Negotiable Certificates of Deposit Local 0 to 30%
Local Agency Investment Fund (LAIF) 0 to 100% (Max $75 million) CalTRUST(Joint Powers Authority) 0 to 100%
Medium Term Notes 0 to 30%
Commercial Paper 0 to 25%
Money Market Funds 0 to 20%
IX. Reporting and Review of the Investment Portfolio
The Director of Finance shall report monthly on the City's pooled and Bond funds to the City Manager and City Council and shall report quarterly on other investments, such as pension funds. The following elements will be part of the investment report:
1. Type of investment
2. Institution/Issuer
3. Date of maturity
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4. Cost of security (par amount) and dollar amount in all securities
5. Description of the funds, investments and programs managed by contracts
6. Current market value of securities
7. Rate of return
8. Statement of compliance to meet pool expenditure requirements for the next six months
9. If, in any case, pool expenditures are not met, an explanation of why sufficient monies will not be available.
X. Investment Pools
Government sponsored investment pools (Pools) are permitted under California Government Code Section 53601 et seq. and an excellent short-term investment option for cash management facilities. These pools can provide safety, liquidity and yield in a single diversified investment. However, thoughtful investigation and due diligence are required both initially at the time of purchase and ongoing analysis to determine that the investment pool is being managed in a manner consistent with the objectives of the Policy.
State of California's Local Agency Investment Fund (LAIF) is an example of a Pool. The City may invest in the LAIF established by the State Treasurer for the benefit of local agencies up to the maximum permitted by State law under California Government Code Section 16429.1, Each agency is limited to an investment of $75 million per account currently, but subject to change.
XI. Collateralization
Collateral for Certificates of Deposit (CD) and Negotiated Certificates of Deposit (NCD) must comply with Government Code, Chapter 4, Bank Deposit law Section 16500 et seq. and the Savings and Loan and Credit Union Deposit Law Government Code Section 16600 et seq. In addition, if the CD is not FDIC insured or goes over the FDIC $250,000 limit, collateral is required to equal 100 percent of the principal of either U.S. Treasury securities or Federal Agency securities.
Collateral will always be held by an independent third party with whom the City has a current custodial agreement. A clearly marked evidence of ownership (safekeeping receipt) must be supplied to the City and retained. The right of collateral substitution is granted, within the parameters and constraints of the Policy.
XII. Safekeeping and Custody
Securities purchased from broker/dealers shall be held in third party safekeeping by the trust department of the City's bank or other designated third party, in the City's name and control. The basic premise underlying the City's investment philosophy is and will 716
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continue to be to ensure that money is always safe and available when needed. All trades executed by a dealer will settle deliver vs. payment (DVP) through the City's safekeeping agent. Securities held in custody for the City shall be independently audited on an annual basis to verify investment holdings.
XIII. Diversification and Risk Tolerance
The City of Richmond recognizes diversification is an investment strategy that will mitigate risk in the investment portfolio. Portfolio diversification is employed as a way to control risk. The City's investment portfolio shall be diversified to avoid incurring unreasonable and avoidable risks regarding specific investment types. Within investment types, the City shall also maintain a mix of securities to avoid concentrations with individual financial institutions, geographic areas, industry types and maturities. No individual investment transaction shall be undertaken that jeopardizes the total capital position of the overall portfolio. The Treasurer shall periodically establish guidelines and strategies to control risks of default, market price changes, and illiquidity.
XIV. Internal Control
The Treasurer or designee shall maintain a system of internal controls designed to ensure compliance with the Investment Policy and to prevent losses due to fraud, employee error, and misrepresentations by third parties or unanticipated changes in financial markets.
All financial institutions and broker/dealers who desire to become qualified bidders for investment transactions must supply the Director of Finance with the following: audited financial statements, proof of FINRA certification, and proof of state registration, completed broker/dealer questionnaire, and certification of having read the City's investment policy.
A bi-annual review of the financial condition and registrations of qualified bidders will be conducted by the Director of Finance. The bidding process shall be conducted every four years. The current audited financial statement is required to be on file for each financial institution and broker/dealer in which the City invests.
XV. Performance Standards
A. The investment portfolio shall be designed with the objective of obtaining a rate of return throughout budgetary and economic cycles, commensurate with the investment risk constraints and the cash flow needs.
B. The investment performance objective for the portfolio shall be to earn a total rate of return over a market cycle which is approximately equal to the return on a market benchmark Index of similar securities, as determined by the Director of Finance.
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XVI. Investment Policy Adoption
The investment policy shall be adopted by resolution of the City Council. The policy shall be reviewed annually by the Council and any modification made thereto must be approved by the City Council.
XVII. Interest Earnings
All moneys earned and collected from investments authorized in this policy shall be allocated quarterly to pooled funds based on the daily cash balance in each fund as a percentage of the entire pooled portfolio. Should any fund not have a daily cash balance at the end of a quarter, it will receive none of the moneys earned and collected from the pooled investments. Furthermore, should any fund have a temporary negative daily cash balance at the end of a quarter, the negative amounts will be reallocated to provide earnings to the funds with a positive daily cash balance.
XVIII. Restrictions
1. The City will not invest any funds in inverse floaters, range notes, or interestonly STRIPS (Separate Trading of Registered Interest and Principal of Securities) that are derived from a pool of mortgages.
2. The City will not invest any funds in any security that could result in zero interest accrual if held to maturity. This limitation does not apply to investments in shares of beneficial interest (money market mutual funds) that are authorized elsewhere in the Investment Policy.
3. It is the City's policy not to invest in companies involved in the manufacturing of tobacco and tobacco-related products such as cigarettes, cigars, pipe tobacco, chewing tobacco, etc.
4. In accordance with the Slavery Era Insurance Ordinance 14-05 N.S. Section
2.29.030 Social Disclosure on Gains from Slavery effective July 1, 2005, the City will not invest any funds in international financial instruments that benefited from slavery. The City Council prohibits, by social investment policy, such investments and reserves the absolute right to divest from such investments with the cost of divestment being borne by the contracting institution.
5. In accordance with Resolution 38-13 effective May 7, 2013 the City declared it a policy of the City of Richmond to not invest in Fossil Fuel companies and urges the Board and Management of the City’s Pension funds to divest from publicly-traded Fossil Fuel Companies.
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6. In accordance with the Sanctuary City Ordinance 12-18 N.S. Section 4 Prohibition on Investments effective June 5, 2018, the City shall not make any investments in stocks, bonds, securities, or other obligations issued by any provider of Data Broker or Extreme Vetting services to United States Immigration and Customs Enforcement (ICE).
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GLOSSARY
Agencies: Federal agency securities and/or Government-sponsored enterprises.
Bankers' Acceptance (BA): A draft or bill of exchange accepted by a bank or trust company. The accepting institution guarantees payment of the bill, as well as the issuer.
Benchmark: A comparative base for measuring the performance or risk tolerance of the investment portfolio. A benchmark should represent a close correlation to the level of risk and the average duration of the portfolio's investments.
Bid: The price offered by a buyer of securities. (When you are selling securities, you ask for a bid.) See Offer.
Broker: A broker brings buyers and sellers together for a commission.
Certificate of deposit (CD): A time deposit with a specific maturity evidenced by a Certificate.
Large-denomination CD's are typically negotiable.
Collateral: Securities, evidence of deposit or other property, which a borrower pledges to secure repayment of a loan. Also refers to securities pledged by a bank to secure deposits of public monies.
Annual Comprehensive Financial Report (ACFR): The official annual report for the government agency. It includes five combined statements for each individual fund and account group prepared in conformity with GAAP. It also includes supporting schedules necessary to demonstrate compliance with finance-related legal and contractual provisions, extensive introductory material, and a detailed Statistical Section.
Data Broker: Means either 1) the collection of information, including personal information about consumers, from a wide variety of sources for the purpose of reselling such information to their customers, which include both private-sector businesses and government agencies; 2) the aggregation of data that was collected for another purpose from that for which it is ultimately used.
Dealer: A dealer, as opposed to a broker, acts as a principal in all transactions, buying and selling for his own account.
Delivery versus Payment (DVP): There are two methods of delivery of securities:
delivery versus payment and delivery versus receipt. Delivery versus payment is delivery of securities with an exchange of money for the securities. Delivery versus receipt is 720
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delivery of securities with an exchange of a signed receipt for the securities.
Diversification: Investment contained within the portfolio will be diversified by security type, institution and maturity.
Extreme Vetting: Data mining, threat modeling, predictive risk analysis, or other similar services.
Federal Deposit Insurance Corporation (FDIC): A federal agency that insures bank deposits, currently up to $250,000 per deposit.
Federal Home Loan Banks (FHLB): Government sponsored wholesale banks (currently 12 regional banks), which lend funds and provide correspondent banking services to member commercial banks, thrift institutions, credit unions and insurance companies. The mission of the FHLBs is to liquefy the housing related assets of its members who must purchase stock in their district Bank.
Federal National Mortgage Association (FNMA): FNMA, like GNMA was chartered under the Federal National Mortgage Association Act in 1938. FNMA is a federal corporation working under the auspices of the Department of Housing and Urban Development (HUD). It is the largest single provider of residential mortgage funds in the United States. Fannie Mae, as the corporation is called, is a private stockholder-owned corporation. The corporation's purchases include a variety of adjustable mortgages and second loans, in addition to fixed-rate mortgages. FNMA's securities are also highly liquid and are widely accepted. FNMA assumes and guarantees that all security holders will receive timely payment of principal and interest.
Federal Reserve System: The central bank of the United States created by Congress and consisting of a seven member Board of Governors in Washington, D.C., 12 regional banks and about 5,700 commercial banks that are members of the system.
Fossil Fuel: A fuel formed by natural processes, such as anaerobic decomposition of buried dead organisms, containing organic molecules originating in ancient photosynthesis that release energy in combustion such as: coal, oil, and gas reserves as measured by the gigatons of carbon dioxide that would be emitted if those reserves were extracted and burned.
Government National Mortgage Association (GNMA or Ginnie Mae): Securities influencing the volume of bank credit guaranteed by GNMA and issued by mortgage bankers, commercial banks, savings and loan associations, and other institutions. The security holder is protected by full faith and credit of the U.S. Government. Ginnie Mae securities are backed by the FHA, VA or FHA mortgages. The term "pass-through" is often used to describe Ginnie Maes.
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Liquidity: A liquid asset is one that can be converted easily and rapidly into cash without a substantial loss of value. In the money market, a security is said to be liquid if the spread between bid and asked prices is narrow and reasonable size can be done at those quotes.
Local Government Investment Pool (LGIP): The aggregate of all funds from political subdivisions that are placed in the custody of the State Treasurer for investment and reinvestment.
Market Value: The price at which a security is trading and could presumably be purchased or sold.
Maturity: The date upon which the principal or stated value of an investment becomes due and payable.
Money Market: The market in which short-term debt instruments (bills, commercial paper, bankers' acceptances, etc.) are issued and traded.
Offer: The price asked by a seller of securities. (When you are buying securities, you ask for an offer.) See Bid.
Portfolio: Collection of securities held by an investor.
Primary Dealer: A group of government securities dealers who submit daily reports of market activity and positions and monthly financial statements to the Federal Reserve Bank of New York and are subject to its informal oversight. Primary dealers include Securities and Exchange Commission (SEC)-registered securities broker-dealers, banks, and a few unregulated firms.
Prudent Person Rule: An investment standard. In some states the law requires that a fiduciary, such as a trustee, may invest money only in a list of securities selected by the custody state-the so-called legal list. In other states the trustee may invest in a security if it is one which would be bought by a prudent person of discretion and intelligence who is seeking a reasonable income and preservation of capital.
Rate of Return: The yield obtainable on a security based on its purchase price or its current market price. This interest may be amortized yield to maturity on a bond or the current income return.
Sanctuary City: A municipal jurisdiction that limits its cooperation with the national government's effort to enforce immigration law.
Safekeeping: A service to customers rendered by banks for a fee whereby securities and valuables of all types and descriptions are held in the bank's vaults for protection.
Secondary Market: A market made for the purchase and sale of outstanding issues following the initial distribution.
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Securities & Exchange Commission: Agency created by Congress to protect investors in securities transactions by administering securities legislation.
Securities and Exchange Commission (SEC) Rule 15C3-1: See Uniform Net Capital Rule.
Treasury Bills: A non-interest bearing discount security issued by the U.S. Treasury to finance the national debt. Most bills are issued to mature in three months, six months, or one year.
Treasury Notes: Medium-term coupon-bearing U.S. Treasury securities issued as direct obligations of the U.S. Government and having initial maturities from two to 10 years.
Uniform Net Capital Rule: Securities and Exchange Commission requirement that member firms as well as nonmember broker-dealers in securities maintain a maximum ratio of indebtedness to liquid capital of 15 to 1; also called net capital rule and net capital ratio. Indebtedness covers all money owed to a firm, including margin loans and commitments to purchase securities, one reason new public issues are spread among members of underwriting syndicates. Liquid capital includes cash and assets easily converted into cash.
United States Immigration and Customs Enforcement (ICE): A federal law enforcement agency under the U.S. Department of Homeland Security. ICE's stated mission is to protect America from the cross-border crime and illegal immigration that threaten national security and public safety.
Yield: The rate of annual income return on an investment, expressed as a percentage. (a) Income Yield is obtained by dividing the current dollar income by the current market price for the security. (b) Net Yield or Yield to Maturity is the current income yield minus any premium above par or plus any discount from par in purchase price, with the adjustment spread over the period from the date of purchase to the date of maturity of the bond.
723
Reso No. ___
RESOLUTION NO. ____
A RESOLUTION OF THE COUNCIL OF THE CITY OF RICHMOND,
CALIFORNIA, ADOPTING THE SWAP POLICY FOR FISCAL YEAR 2023-24 WHEREAS, the City of Richmond (the "City") is a charter city that operates under the Council-Manager form of government for the purposes of providing a full range of municipal services including police and fire protection; construction and maintenance of highways, streets and infrastructure; library services; storm water and municipal sewer systems; a wastewater treatment facility; and the administration of recreational activities and cultural events; and
WHEREAS, the City also operates the Richmond Memorial Convention Center and the Port of Richmond; and
WHEREAS, the City has established and maintains a well-managed debt program pursuant to a comprehensive debt policy that sets forth the parameters for issuing debt and managing the debt portfolio, including post-issuance compliance; and WHEREAS, in the credit rating process, the rating agencies believe it is appropriate to place significant value on debt policies that have been adopted by cities; and WHEREAS, the City established a Debt Policy that requires annual commitments relating to the General Fund debt cannot exceed ten percent (10%) of current General Fund revenues; and
WHEREAS, the City has established interest rate swap agreements that are recognized as financial tools by municipal issuers throughout the nation and the use of swap agreements has become a regular tool whereby the Government Finance Officers Association (GFOA) has adopted an official position, viewing swap policies as a governing use and management of such swaps as a "Recommended Practice"; and WHEREAS, the City has established that the scope of interest rate swaps is beyond that of the traditional fixed rate long-term bonds covered by the Debt Policy and that it is important for the City to maintain a policy that provides guidance in how interest rate swaps entered into prior to April 20, 2021, related to City bond issues, were selected, implemented, and administered; and
WHEREAS, the City adopted a guiding fiscal policy on April 20, 2021, which states that the City will no longer be permitted to use interest rate swaps when issuing debt (section VII Debt Management), therefore limiting the scope of the City’s swap policies to those swaps entered into prior to that date and prohibiting the City from entering into interest rate swaps that relate to currently held and future debt; and 724
Reso No. ___
WHEREAS, the City established a Swap Policy whereby Standard & Poor's (S&P) Rating Agency assigns a Debt Derivative Profile (DDP) in which the City has achieved a DDP score of "l.5" (low risk) on all of its swap transactions; and WHEREAS, the adoption of the financial policies listed in this document is consistent with "best practices" and the City's fiduciary oversight of the Fiscal Policies of FY2023-24.
NOW THEREFORE BE IT RESOLVED, that the City Council hereby adopts the Swap Policy for the City of Richmond that is attached hereto as Exhibit A. * * * * * * * * * * * * * * * * * * * * * * * * * * * * * * * * 725
Reso No. ___
I certify that the foregoing resolution was passed and adopted by the Council of the City of Richmond at a regular meeting thereof held , by the following vote:
AYES:
NOES:
ABSTENTIONS:
ABSENT:
Approved:
Mayor
Approved as to form:
City Attorney
State of California }
County of Contra Costa :ss.
City of Richmond }
CLERK OF THE CITY OF RICHMOND
(SEAL)
I certify that the foregoing is a true copy of Resolution No. , finally passed and adopted by the City Council of the City of Richmond at a regular meeting held on . 726
Interest Rate Swap Policy of the City of Richmond
Established by the Finance Department
Fiscal Year 2023-24
Scope and Authority
This Interest Rate Swap Policy (the Policy), is designed to provide procedural direction to the City of Richmond, the Richmond Housing Authority, the Successor Agency to the Richmond Community Redevelopment Agency, and the Richmond Joint Powers Finance Authority regarding the utilization, execution, and management of interest rate swaps and related instruments (collectively, "interest rate swaps') that were entered into prior to April 20, 2021. While adherence to this Policy is required in applicable circumstances, it is recognized that changes in the capital markets, agency programs, and other unforeseen circumstances may from time to time produce situations that are not covered by this Policy and will require modifications or exceptions to achieve policy goals. In these cases, management flexibility is appropriate. Periodically, but at least annually, the City will review the Policy and shall make modifications as appropriate due to changes in the business environments or market conditions.
The City of Richmond is authorized under California Government Code Section 5922 to enter into interest rate swaps to reduce the amount and duration of rate, spread, or similar risk when used in combination with the issuance of bonds. However, on April 20, 2021, the City adopted a guiding fiscal policy which prohibits the use of interest rate swaps when issuing debt (section VII Debt Management). Therefore, this Interest Rate Swap Policy relates only to interest rate swap agreements entered into prior to April 20, 2021, and prohibits the City from that date forward from entering into swap agreements on currently held and future debt. The Policy does not prohibit the renegotiation of current swap agreement terms as long as the renegotiation does not involve entering into another swap agreement.
This Policy and any subsequent amendments hereto shall be on file with Finance Department, maintained on the City's website, with copies delivered to the City Clerk, the City Council and the Chair of the Finance Committee of the City Council.
Mission of the Finance Department Treasury Division
The Finance Department shall issue and manage short and long-term financings (bonds, TRANs, etc), both for capital improvement and operating needs, by balancing market and credit risk with satisfactory economic benefits and proper fiscal controls.
I. Interest Rate Swap Objectives (applies to swaps entered into prior to April 20, 2021, when the City adopted a guiding fiscal policy prohibiting the use of interest rate swaps when issuing or refinancing debt).
• Reduce or manage exposure to changes in interest rates on a particular financial transaction or in the context of the management of interest rate risk derived from the City's overall asset/liability balance consistent with prudent debt and risk guidelines. • Result in a lower net cost of borrowing with respect to the City's debt or achieve a higher net rate 727
of return on investments made in connection with, or incidental to the issuance, or carrying of the City's debt obligations or other City investments.
• Manage variable interest rate exposure consistent with prudent debt practices. • Enhance investment returns within prudent risk guidelines. • Manage exposure to changing market conditions in advance of anticipated bond issues (through the use of anticipatory hedging instruments).
• Achieve more flexibility in meeting overall financial objectives than can be achieved in conventional markets.
II. Conditions for Previous Use of Interest Rate Swaps
Each Agreement and Transaction should have been entered into not for purpose of speculation, but solely in connection with the financing activities of the City.
A. General Usage Interest rate swaps may be used to lock-in a fixed rate or, alternatively, to create additional variable rate exposure. Interest rate swaps may be used to produce interest rate savings, limit or hedge variable rate payments, alter the pattern of debt service payments, or for asset/liability matching purposes.
B. Liquidity Considerations The impact on the cost and availability of letters of credit and liquidity support for both new and existing variable rate programs shall be considered when evaluating the issuance of new variable rate bonds which are to be swapped to a fixed rate liquidity support. Due to the limited supply of letter of credit or liquidity facility support in connection with variable rate bonds, higher overall costs may result.
C. Call Option Value Considerations When considering the relative advantage of a fixed rate swap to fixed rate bonds, the value of the call option that would typically be purchased for the fixed rate bonds shall be compared to the incremental present value of the savings from using a swap. This shall be done to ensure the benefit from use of the swap will provide sufficient compensation to offset the expected value of any foregone future refunding savings.
III.Interest Rate Swap Features
A. Interest Rate Swap Agreement Each interest rate swap executed by the City should have contained terms and conditions as set forth in an International Swaps and Derivatives Association, Inc. (ISDA) Master Agreement, including any Schedules to the Master Agreement, Confirmations and Credit Support Annexes, or other comparable agreement widely used by recognized derivatives dealers. The swap agreements between the City and each qualified swap Counterparty should have included payment, term, security, collateral, default, remedy, termination, and other terms, conditions and provisions as the Finance Director deems necessary or desirable.
The City is permitted to use law firms and financial advisory firm(s) with recognized experience in derivatives transactions to assist in preparation of the swap documents for swaps entered into prior to April 20, 2021. The City may use these same experts to renegotiate and re-evaluate the terms of current swap agreements. 728
B. Interest Rate Swap Counterparties The City will do business only with qualified swap counterparties. Qualified counterparties are institutions whose long-term credit rating or whose obligations are guaranteed by a financial institution whose long-term credit rating are at the time the swap is entered into at least as high as "A" or "A2" or equivalent and that have a demonstrated record of successfully executing swap transactions. The City will structure interest rate swap agreements to protect itself from credit deterioration of counterparties, including the use of ratings-based termination events, credit support annexes or other forms of credit enhancement. Such protection shall include any terms and conditions which the City deems necessary or appropriate to protect its interests.
C. Term and Notional Amount The City shall determine the appropriate term and size for an interest rate swap agreement on a case-by-case basis. In connection with the issuance or carrying of bonds, the outstanding notional amount of a swap agreement should relate to the amortization of the related existing or anticipated debt of the City. While entering into a swap with a term less than the associated bonds may be appropriate, if the intent is to "rollover" the swap, the City will be subject to the uncertainties of entering into a new swap at then prevailing market conditions. Entering into any swap agreement on current or future debt, including refinancing of current debt, is prohibited by the City’s policies. The renegotiation of current interest rate swap agreement terms is permitted.
D. Collateral Requirements Terms imposing collateral requirements based on credit ratings of the counterparty, requiring collateralization or other forms of credit enhancements to secure any or all swap payment obligations may be included as part of any swap agreement. The collateral requirements will be determined in consultation with counsel and the financial advisor and/or swap advisor, and may require the counterparty to post securities, surety bonds, letters of credit or other credit enhancement if the highest credit rating of the counterparty, its parent, or guarantor is or falls below a rating of "AA-" or "Aa3". Additional collateral for further decreases in credit ratings of each counterparty shall be posted in accordance with the provisions contained in the CSA or other collateral support agreement of the Agreement.
Threshold collateral amounts shall be determined on a case-by-case basis. Reasonable threshold limits will be established for the initial deposit and for increments of collateral posting thereafter. Collateral shall be deposited with a third-party trustee or as mutually agreed upon between the City and the counterparty. A list of acceptable securities that may be posted as collateral and the valuation of such collateral will be determined and mutually agreed upon during negotiation of the swap agreement with each swap counterparty. The market value of the collateral shall be determined on a monthly basis, or more frequently if the City determines it is in its best interest given the specific nature of the swap(s) and/or collateral security.
E. Security and Source of Repayment Generally, the same security and source of repayment (pledged revenues) will secure the interest rate swaps as is used to secure the bonds that are hedged or carried by the swap, if any. The costs and benefits of subordinating the payments under the swap and/or termination payment shall be considered.
F. Cancellation Provisions The benefit of purchasing the right to cancel the interest rate swap at no cost (par call) after a specified period of time, generally 5 to 10 years shall be evaluated. If the cancellation option is cost efficient relative to the cost of obtaining a bond call option for a similar starting period, it will be purchased. A par call termination 729
provision mitigates some risks of the swap, by allowing a no-cost termination any time after the exercise date.
G. Prohibited Interest Rate Swap Features The City will not use interest rate swaps that (i) are speculative or create extraordinary leverage or risk, (ii) lack adequate liquidity to terminate without incurring a significant bid/ask spread, (iii) provide insufficient price transparency to allow reasonable valuation, or (iv)are used as investments.
IV. Evaluation of Proposed Transactions (Applies only to interest rate swap agreements entered into prior to April 20, 2021)
The City's staff should have undertaken an evaluation of any proposed transaction. This would have included, but not be limited to, consideration of the following:
• Assessment of all inherent risks of the transaction including, but not limited to those outlined below (see Interest Rate Swap Risks)
• Alternative financing options and a comprehensive evaluation of the potential risks and expected benefits of the interest rate swap relative to such other options. • Security and source of payments, for both scheduled and termination payments, and the integration of the swap into the City's debt program. • Procurement process and the suitability of the contemplated counterparties to the swap, taking into account any existing exposure to such counterparties. • Impact on City's credit and liquidity profile and how other financial arrangements, existing or expected, may be impacted by the swap. • Analysis of impact on the City's net variable rate interest exposure from the contemplated transaction and any potential budgetary impact.
• Cost and availability of on-going resources for the effective operations and risk management of the swap.
• Tax, accounting, or other compliance requirements relative to other options. • If the transaction includes option components, analysis of circumstances under which the option will likely, or not likely, be exercised and the consequences of each outcome. • Volatility Exposure (as outlined herein) for each counterparty for all existing and any proposed transactions.
V. Interest Rate Swap Risks
Before proceeding with a swap transaction prior to April 20, 2021, the City must have reasonably concluded that the expected benefits of the transaction outweigh the expected risks, that the risks are within acceptable levels, and that the contemplated transaction does not impose risks that threaten the City's ability to perform its core functions. The transaction must have been reasonable in relation to the City's overall financial condition and capitalization.
The City should have, with its advisors and legal counsel, structured swap transactions with terms and provisions that will help mitigate such risks to the extent practicable and cost-effective. The City shall have a plan for the on-going monitoring and risk management of swap transactions.
A. Counterparty Risk The failure of the counterparty to make required payments or otherwise comply with the terms of the swap agreement. If the swap is terminated prior to its scheduled 730
final cash flow date and the City's swap position has increased in value, the City will be owed a termination amount and therefore will have credit exposure to its counterparty for collection of any such amount.
1. Assessment The City will monitor counterparty exposure levels, ratings thresholds, and collateralization requirements.
B. Termination Risk The risk that an interest rate swap agreement must be terminated prior to its stated final cash flow date, and that the City cannot obtain a replacement transaction with substantially similar term, including because of deterioration of the City's own credit. In such a circumstance, the City could owe, or be owed, a termination payment.
1. Assessment The City will compute, at least annually, the termination exposure for all existing at market value and under an expected worse-case scenario. A contingency plan will be annually updated specifying how to finance a termination payment and/or replace the hedge.
C. Collateral Posting Risk The risk that the City will be required to secure its payment obligations under the swap. Posted collateral would not be available for the City's expenditure or reserve balance needs, potentially adversely impacting credit ratings and overall liquidity and budgetary efforts.
1. Assessment The City will review, on a case-by-case basis, the possible risk associated with posting collateral, taking into consideration any earnings potential on posted collateral.
D. Basis Risk The risk of a mismatch between actual variable rate debt service and variable rate indices used to determine swap payments.
1. Assessment On an annual basis the City will review historical trading differentials between the variable rate bonds and the indices.
E. Tax Risk The risk created by potential tax events that could affect sufficiency of swap payments.
1. Assessment The City will review all tax events in proposed swap agreements and evaluate the impact of potential changes in tax law on LIBOR indexed swaps.
F. Rollover Risk The risk of a mismatch of the maturity of the swap and the maturity of the underlying bonds.
1. Assessment The City will determine, in accordance with its Debt Policy, the capacity to issue variable rate bonds that may be outstanding after the maturity of a fixed rate swap.
G. Liquidity Risk In connection with a swap strategy which includes issuance of floating rate bonds that, absent the swap strategy would have been issued as fixed rate bonds, the risk that the City cannot secure a cost-effective renewal of a letter or line of credit or suffers a failed auction or remarketing with respect to the floating- rate bonds.
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1. Assessment The City will evaluate the expected availability of liquidity support for hedged (swapped) and non-swapped variable rate debt.
H. Credit Risk The risk of an event occurring that modifies the credit quality or credit rating of the issuer of its counterparty.
1. Assessment The City will monitor the ratings of counterparties, insurers, and guarantors.
VI. Counterparty Credit Exposure
The City will manage its counterparty credit exposure (i.e., amounts which would become due to the City if the swaps with a particular counterparty were to terminate early pursuant to a default or other similar event) through diversification and active trade management. In order to manage the City's exposure, the City shall annually calculate and review the current market evaluation of all outstanding swaps, subtotaled by counterparty and by security and source of payment (as applicable). In addition, for each counterparty, the City will review the then current long-term credit ratings and the ratings outlook, including the date of the last rating update. The calculation of termination exposure per counterparty will be on a net basis by taking into consideration multiple transactions, some of which may offset the overall exposure to the City.
In addition, the City shall annually estimate the interest rate volatility risk ("Volatility Exposure") of the City's swap portfolio. The purpose of the Volatility Exposure is to measure what impact a significant change in interest rates would have on the City's swap portfolio. Volatility Exposure will be calculated assuming (i) an upward shift of 150 basis points in the yield curve and (ii) a downward shift of 150 basis points in the yield curve. The assumed shift will be reviewed periodically to ensure that they remain appropriate.
Example of Counterparty Credit Exposure Information (Illustration Purposes Only) Counterparty
S&P (Date)
Moody's (Date) Outlook
Market Value of
Transactions
Volatility Exposures
Market Value
Provider A
A+ (1/1/04)
A2 (1/1/05)
Stable
Negative $3 million
VolExpup $4 million
VolExpDown -$1
million
A. Exposure Review of Existing Swaps While collateralization reduces credit risk, collateralization introduces other risks, principally legal and operational. To manage these other risks, the City shall limit the amount of exposure to any one counterparty, regardless of the counterparty credit ratings and threshold levels. Credit exposure may be reduced, for example, through a swap termination, in whole or in part, or a restructuring of the swap to an on-market rate with a smaller notional amount accompanied by a cash payment to the City, which could then be used to redeem underlying debt obligations. These counterparty credit risk guidelines will not mandate or otherwise force automatic termination by the City or the counterparty. The City may not enter into what is considered a “different” or “new” swap agreement on current debt, yet it can renegotiate the terms of the current swap agreements. 732
VII. Ongoing Risk Management and Reporting Requirements A. Active Management The City will seek to maximize the benefits and minimize the risks it carries by actively managing its interest rate swap program. This will entail monitoring the adequacy of posted collateral, compliance with accounting requirements, and periodic monitoring of market conditions for emergent opportunities and risks. Active management may require modifications of existing positions including, for example:
• Early Termination;
• Shortening or lengthening the term;
• Sale or purchase of options;
• Basis conversion
B. On-going Reporting A report providing the status of all interest rate swap agreements entered into by the City will be prepared no less frequently than annually and shall include the following:
• A description of all outstanding interest rate swap agreements, including project and bonds series, type of swap, rates paid and received by the City, total notional amount, average life of each swap agreement, and remaining term of each swap agreement. • Highlights of all material changes to swap agreements or new swap agreements entered into by the City since the immediately preceding report.
• Market value of each of the City's interest rate swap agreements. • The credit rating of each swap counterparty and credit enhancer insuring swap payments, if any.
• Listing of any credit enhancement, liquidity facility or reserves and accounting of all costs and expenses associated with the credit enhancement, liquidity facility or reserves. • The market value for each transaction and the aggregate for each counterparty. 733
October 3, 2023
Finance Department
DATE: October 3, 2023
TO: Mayor Martinez and Members of the City Council
FROM: Nickie Mastay, Deputy City Manager, Internal Services Andrea Miller, Director of Finance
Mubeen Qader, Deputy Director of Finance
Antonio Banuelos, Accounting Manager
Ofelia Alvarez, Senior Buyer
Subject: OMNIA Cooperative Purchase Agreements for Citywide Goods and Services for Fiscal Year 2023-24 to 2026-27
FINANCIAL IMPACT: Purchases will be made from various departmental operating budgets through various Cooperative
Purchasing Agreements. Funding for the purchases has
been included in the FY 2023-24 operating budgets.
Funding will be included in the operating budget for each of the next three fiscal years.
PREVIOUS COUNCIL
ACTION:
N/A
STATEMENT OF THE
ISSUE:
The City has ongoing needs to purchase goods and
services for various departments. City staff requests
approval to use Cooperative Purchase Agreements and
maximize cost savings and staff resources by sharing
contracting and purchasing efforts with other
governmental agencies.
AGENDA
REPORT
734
October 3, 2023
RECOMMENDED ACTION: ADOPT a resolution approving the use of OMNIA Cooperative Purchasing Agreements with Amazon
Business, Ari Phoenix, Epic Business, Grainger, HD
Supply, Herc Rentals, Kimball Midwest, Ricoh, and The
Home Depot in an amount not to exceed $250,000 per
year per vendor for Fiscal Years 2023-24 to 2026-27; and APPROVE an exception to the Sanctuary City
Contracting and Investment Ordinance for Amazon
Business – Finance Department (Antonio Banuelos 510-
620-6741/ Ofelia Alvarez 510-620-6699).
DISCUSSION:
The City has ongoing needs to purchase goods and services for various departments.
Finance staff conducted an analysis and prepared an estimate of the anticipated citywide purchases of a variety of related goods and services, including but not limited materials, equipment, vehicles, and apparatus. These purchases are necessary to ensure the continued delivery of programs and services citywide.
The Finance Director may arrange for the City to enter into an agreement (“Cooperative Purchasing Agreement”) with one or more local, city, county, state, federal or other public entity, other nonprofit association or group consisting of governmental entities, in order to cooperatively purchase supplies and services, including materials, equipment, vehicles and apparatus subject to specific requirements. [Richmond Municipal Code section 2.52.380(a)] The use of Cooperative Purchase Agreements maximizes cost savings and staff resources by sharing contracting and purchasing efforts with other government agencies. Utilizing cooperative purchasing agreements provides an opportunity for the City to obtain lower pricing through volume purchasing. As cooperative agreements reach expiration, they are automatically renewed allowing government agencies to continue to leverage cost savings.
OMNIA is a leading national government purchasing cooperative, providing world-class government procurement resources and solutions to local and state government agencies, school districts (K-12), higher education institutions, and nonprofits looking for the best overall supplier government pricing. OMNIA partners with many governmental agencies to offer cooperative purchasing contracts to other governmental agencies to economically procure services and supplies, pay less for products and services, and reduce administrative costs in developing contracts.
City staff request approval and spending authority to cover the estimated expenditures using Cooperative Purchasing Agreements, and the authority to substitute any of the listed cooperative agreements with the appropriate replacement agreement issued by the same cooperative organization, if that agreement expires during this purchase approval period. The Cooperative Purchasing Agreements and vendors that will be used to procure the related goods and services for Fiscal Year (FY) 2023-24 to FY 2026-27 are listed below:
735
October 3, 2023
OMNIA COOPERATIVE AGREEMENTS
Vendor Name
Cooperative
Agreement Description
Amazon Business Contract # MA 3457
Online Marketplace for the
Purchase of Products and
Services
ARI Phoenix
Contract
Region 14 ESC- TX
Contract # 05-57
Heavy-duty Transportation
Maintenance Equipment
Solutions and Related
Services
Epic Business
Essentials
Region 4 ESC-TX
R190301
Office Supplies, Related
Products and Services
Grainger Contract # 192163
Maintenance, Repair and
Operations & Industrial
Supplies
HD Supply Contract # 16154
Maintenance, Repair,
Operating Supplies,
Industrial Supplies &
Related Products and
Services
Herc Rentals Contract 2019000318
Equipment Rental and
Related Services
Kimball Midwest
Region 4 ESC-TXR192004
Maintenance, Repair, &
Operations (MRO)
Supplies & Equipment
Ricoh, USA Contract # 2021002788
Copiers-Multifunction
Devices, Printers,
Managed Print Services &
IT Solutions
The Home Depot Contract # 16154
Maintenance, Repair,
Operating Supplies,
Industrial Supplies and
Related Products and
Services
The recommendations in this report are in accordance with Richmond Municipal Code section 2.52.328, which authorizes the Finance Director to utilize cooperative purchasing agreements to purchase supplies or services through legal contracts of other governmental jurisdictions or public agencies without separate competitive bidding by the City.
736
October 3, 2023
In an ongoing effort to maximize cost savings and staff resources, many government agencies share contracting efforts through cooperative purchasing. This procurement approach increases pricing competitiveness and lowers operating costs through volume purchasing. When comparing the administrative cost of procurement, staff considers product research, source selection, specifications, advertising, staff reports, awarding, protest, and administration of the contract. It is often more cost-effective to eliminate the cost and time spent on these administrative processes and purchase items and services through a cooperative purchasing program. The City has used both regional and national cooperative purchasing agreements to complement its own contracting initiatives. Cooperative purchasing enables City departments and the Procurement Division to evaluate a broader range of contracting opportunities and to share resources with other jurisdictions. Cooperative purchasing also leverages internal and external resources to maximize cost savings opportunities for the City.
City staff members request approval to use OMNIA Cooperative Purchasing Agreements with Amazon Business, Ari Phoenix, Epic Business, Grainger, HD Supply, Herc Rentals, Kimball Midwest, Ricoh, and The Home Depot in an amount not to exceed $250,000 per year per vendor for FY 2023-24 to FY 2026-27. In addition, City staff is seeking City Council’s approval of an exception to the Sanctuary City Contracting and Investment Ordinance for Amazon Business.
DOCUMENTS ATTACHED:
Attachment 1 – Resolution
Attachment 2 – Amazon Business Contract Packet
Attachment 3 – ARI Phoenix Contract Packet
Attachment 4 – Epic Business Contract Packet
Attachment 5 – Grainger Contract Packet
Attachment 6 – HD Supply Contract Packet
Attachment 7 – Herc Rentals Contract Packet
Attachment 8 – Kimball Midwest Contract Packet
Attachment 9 – Ricoh, USA Contract Packet
Attachment 10 – The Home Depot Contract Packet
737
RESOLUTION NO. ________
A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF RICHMOND APPROVING
THE USE OF OMNIA COOPERATIVE PURCHASE AGREEMENTS WITH SEVERAL VENDORS IN AN AMOUNT NOT TO EXCEED $250,000 PER YEAR PER VENDOR FOR FISCAL YEAR (FY) 2023-/24 TO FY 2026-/27
WHEREAS, tThe City has ongoing needs to purchase goods and services for various departments; and
WHEREAS, tThe use of Cooperative Purchase Agreements maximizes cost savings and staff resources by sharing contracting and purchasing efforts with other government agencies; and WHEREAS, Utilizing Cooperative Purchasing Agreements is advantageous to the City because it provides an opportunity for the City to obtain lower pricing through volume purchasing; and WHEREAS, tThe recommendations in this report are in accordance with Section 2.52.328 of the City Municipal Code; and
WHEREAS, OMNIA is a leading national government purchasing cooperative, providing world-class government procurement resources and solutions to local and state government agencies, school districts (K-12), higher education institutions, and nonprofits looking for the best overall supplier government pricing; and
NOW, THEREFORE, BE IT RESOLVED, by the Council of the City of Richmond BE IT FURTHER RESOLVED, that the Council of the City of Richmond approves the use of OMNIA Cooperative Purchasing Agreements with Amazon Business, Ari Phoenix, Epic Business, Grainger, HD Supply, Herc Rentals, Kimball Midwest, Ricoh, and the Home Depot in an amount not to exceed $250,000 per year per vendor for FY 2023-/24 to FY 2026-/27 and approveS an exception to the Sanctuary City Contracting and Investment Ordinance for Amazon Business as listed in the OMNIA Cooperative Contract list below:
OMNIA COOPERATIVE AGREEMENTS
Vendor Name Cooperative Agreement Description
Amazon Business Contract # MA 3457
Online Marketplace for the Purchase of
Products and Services
ARI Phoenix Contract
Region 14 ESC- TX
Contract # 05-57
Heavy-duty Transportation Maintenance
Equipment Solutions and Related Services
Epic Business Essentials Region 4 ESC-TX R190301 Office Supplies, Related Products and Services 738
Grainger Contract # 192163
Maintenance, Repair and Operations &
Industrial Supplies
HD Supply Contract # 16154
Maintenance, Repair, Operating Supplies,
Industrial Supplies & Related Products and
Services
Herc Rentals Contract 2019000318 Equipment Rental and Related Services Kimball Midwest Region 4 ESC-TX- R192004
Maintenance, Repair, & Operations (MRO)
Supplies & Equipment
Ricoh, USA Contract # 2021002788
Copiers-Multifunction Devices, Printers,
Managed Print Services & IT Solutions
The Home Depot Contract # 16154
Maintenance, Repair, Operating Supplies,
Industrial Supplies and Related Products and
Services
*****************************
(This section to be completed by Clerk’s Office)
I certify that the foregoing resolution was passed and adopted by the City Council of the City of Richmond at a _________ meeting held on _____________ by the following vote:
AYES:
NOES:
ABSTENTIONS:
ABSENT:
________________________________________
Clerk of the City of Richmond
(SEAL)
Approved:
_______________________________
Mayor
Approved as to form:
739
____________________________
City Attorney
740
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13-- 747
Version February 27, 2020
ONLINE MARKETPLACE
Executive Summary
Lead Agency: State of Utah Solicitation: MG20-81
RFP Issued: January 8, 2020 Pre-Proposal Date: PRE-PROPOSAL DATE Response Due Date: February 12, 2020 Proposals Received: #9 Awarded to: Amazon Services, LLC – Contract #MA3457
The State of Utah Division of Purchasing issued RFP MG20-81 on January 8, 2020, to establish a national cooperative contract for Online Marketplace.
The solicitation included cooperative purchasing language in Section 3 under Background of the Conducting Procurement Unit (Page 4):
NATIONAL CONTRACT
The State of Utah, as the Principal Procurement Agency, defined in Attachment G, has partnered with OMNIA Partners, Public Sector (“OMNIA Partners”) to make the resultant contract (also known as the “Master Agreement” in materials distributed by OMNIA Partners) from this solicitation available to other public agencies nationally, including state and local governmental entities, public and private primary, secondary and higher education entities, non-profit entities, and agencies for the public benefit (“Public Agencies”), through OMNIA Partners’ cooperative purchasing program. The State of Utah is acting as the contracting agency for any other Public Agency that elects to utilize the resulting Master Agreement. Use of the Master Agreement by any Public Agency is preceded by their registration with OMNIA Partners (a “Participating Public Agency”) and by using the Master Agreement, any such Participating Public Agency agrees that it is registered with OMNIA Partners, whether pursuant to the terms of a Master Intergovernmental Purchasing Cooperative Agreement, a form of which is attached hereto on Attachment G, or as otherwise agreed to.
Notice of the solicitation was sent to potential offerors, as well as advertised in the following:
• State of Utah website
• OMNIA Partners website
• USA Today, nationwide
• Arizona Business Gazette, AZ
• San Bernardino Sun, CA
• Honolulu Star-Advertiser, HI
• The Advocate – New Orleans, LA
• New Jersey Herald, NJ
• Times Union, NY
• Daily Journal of Commerce, OR
• The State, SC
• Houston Community Newspapers, Cy Creek
Mirror, TX
• Deseret News, UT
748
Version February 27, 2020
• Richmond Times, VA
• Seattle Daily Journal of Commerce, WA
• Helena Independent Record, MT
On February 12, 2020 proposals were received from the following offerors:
• Amazon Services, LLC • GovConnection, Inc.
• American Solutions for Business • SHI International Corp. • Bluefin • W.W. Grainger, Inc.
• CDW Government LLC • Office Depot, Inc.
• The Chariot Group
The proposals were evaluated by an evaluation committee. Using the evaluation criteria established in the RFP, the committee elected to enter into negotiations with Amazon Service, LLC and proceeding with contract award upon successful completion of negotiations.
The State of Utah, OMNIA Partners and Amazon Services, LLC successfully negotiated a contract, and the State of Utah executed the agreement with a contract effective date of September 9, 2020.
Contract includes: Education, IT, MRO, and Office Online Marketplace Services with dynamic pricing. Amazon Services, LLC indicated value added items that include:
• Fee based membership program (providing customer access to enhanced guided buying, enhanced spend visibility unlimited free 2-day shipping, and progressive discounts) • Enhanced guided buying to enable organizations to set their procurement preferences and create a tailored purchasing experience, punchout (procurement provider integration) benefits • Pay by invoice to improve cash flow by extending payment to 30 days past date of shipment, and shopping lists for easy re-ordering.
Term:
Initial five-year agreement from September 9, 2020 through May 5, 2025 with no renewal options.
The Contractor shall have the right to enter local “service” agreements with Participating Public Agencies accessing the contract through OMNIA Partners, so long as the effective date of such agreement is prior to the expiration of the Contract. All local agreements may have a full potential term (any combination of initial and renewal periods) not to exceed five years. Although the scope reflects the needs and requirements of the State of Utah, OMNIA Partners Participating Public Agencies may have different requirements. Participants may elect to negotiate certain terms to conform to their purchasing and contracting requirements.
Dynamic Pricing:
The Amazon Business uses dynamic marketplace pricing. This contract will not need to be amended when prices fluctuate.
Under a dynamic pricing model, the State of Utah anticipates that the market establishes the best value and the State will not need to amend the contract when the market goes up or down.
Website: Amazon Business Cooperative Contract | Contract Documentation (omniapartners.com) 749
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OR#:
O R A N G E C O U N T Y R E P O R T E R
~ SINCE 1921 ~
600 W. Santa Ana Blvd., Suite 205, Santa Ana, California 92701-4542 Telephone (714) 543-2027 / Fax (714) 542-6841
PROOF OF PUBLICATION
(2015.5 C.C.P.)
State of California )
County of Orange ) ss
Notice Type:
Ad Description:
I am a citizen of the United States and a resident of the State of California; I am over the age of eighteen years, and not a party to or interested in the above entitled matter. I am the principal clerk of the printer and publisher of the ORANGE COUNTY REPORTER, a newspaper published in the English language in the City of Santa Ana, and adjudged a newspaper of general circulation as defined by the laws of the State of California by the Superior Court of the County of Orange, State of California, under date of June 2, 1922, Case No. 13,421. That the notice, of which the annexed is a printed copy, has been published in each regular and entire issue of said newspaper and not in any supplement thereof on the following dates, to-wit:
Executed on: 10/10/2004
At Riverside, California
I certify (or declare) under penalty of perjury that the foregoing is true and correct.
Signature
SAN BERNARDINO COUNTY SUN
473 E CARNEGIE DR #200, SAN BERNARDINO, CA 92408
(909) 889-9666 (909) 884-2536
SB 3330847
SYDNEY RUBIN
PHASE 3 MARKETING & COMMUNICATIONS/NIPA
109 WESTPARK DRIVE SUITE 360
BRENTWOOD, TN - 37027
RFP - REQUEST FOR PROPOSALS
RFP No. MG20-81
I am a citizen of the United States and a resident of the State of California; I am over the age of eighteen years, and not a party to or interested in the above entitled matter. I am the principal clerk of the printer and publisher of the SAN BERNARDINO COUNTY SUN, a newspaper published in the English language in the city of SAN BERNARDINO, county of SAN BERNARDINO, and adjudged a newspaper of general circulation as defined by the laws of the State of California by the Superior Court of the County of SAN BERNARDINO, State of California, under date 06/27/1952, Case No. 73081. That the notice, of which the annexed is a printed copy, has been published in each regular and entire issue of said newspaper and not in any supplement thereof on the following dates, to-wit:
01/13/2020
01/13/2020
SAN BERNARDINO
!A000005329541! Email
The State of Utah is requesting
proposals from qualified and
experienced firms to provide an
Online Marketplace (RFP No.
MG20-81). In order to be considered,
the Offeror must complete and
submit a proposal to The State of
Utah through SciQuest in
accordance with the solicitation
documentation available at
https://bids.sciquest.com/apps/Rout
er/PublicEvent?CustomerOrg=Stat
eOfUtah.
PRE-PROPOSAL CONFERENCE:
Wednesday, January 22, 2020, 1:30
pm, local time, via Webinar Google
Meeting (meet.google.com/axfavqz-wmc).
PROPOSAL DUE DATE:
February 12, 2020, BEFORE 2:00
PM LOCAL TIME. CONTACT: Michael Glenn, State Contact
Analyst, 801-538-1287 or
[email protected].
1/13/20
SBS-3330847#
762
380939
763
Date: 01/08/2020
Adnum: 380939
Custid: 69764
ADVERTISING PROOF
Customer: PHASE 3 MARKETING & COMM.
Ad Title: Online Marketplace
Lines: 29
^STARTAD^380939^
State of Utah
Online Marketplace
Proposals Due: Feb. 12
The State of Utah is requesting
proposals from qualified and experienced firms to provide an Online Marketplace (RFP No. MG20-
81). In order to be considered, the
Offeror must complete and submit
a proposal to The State of Utah
through SciQuest in accordance
with the solicitation documentation available at https://bids.sciquest.com/apps/Router/PublicEv ent?CustomerOrg=StateOfUtah.
PRE-PROPOSAL CONFERENCE: Wednesday, January 22,
2020, 1:30 pm, local time, via
Webinar Google Meeting (meet.
google.com/axf-avqz-wmc).
PROPOSAL DUE DATE:
February 12, 2020, BEFORE 2:00
PM LOCAL TIME. CONTACT:
Michael Glenn, State Contact
Analyst, 801-538-1287 or
[email protected].
Date of publication in
the Seattle Daily Journal of
Commerce, January 13, 2020.
^ENDAD^380939^ 1/13(380939) ^THE-END^
State of Washington, King County
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4 C❚ MONDAY, JANUARY 13, 2020❚ USA TODAY SPORTS
Visit us online at: usatoday.com
To advertise in USA TODAY
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NOTICES
PUBLIC NOTICE
In compliance with Senate Bill No. 493, TEXAS 20 Purchasing Cooperative is soliciting vendors interested in submitting a proposal, for the purchase of school foodservice products and disposable ware. #3022(CEF) Frozen, Dry & Specialty Foods,
#3023(EF) Chemical and Paper
San Antonio ISD – Group C
Corpus Christi ISD – Group E
Austin ISD – Group F
Proposal pricing and documents must be submitted
electronically via BidForge (Fidelis Information Systems Corp) by 3:00 p.m., February 20, 2020 for #3022 Frozen,
Dry & Specialty, and by 3:00 p.m. February 27, 2020
for #3023 Chemical & Paper.
Proposals to be opened upon submission due date.
Evaluation criteria to include cost, product specifications and financial stability. Refer to proposal terms and conditions for complete list. Proposal awarded on best value.
Interested bidders contact:
Jennifer Tinney, [email protected], (210) 370-5491, ESC, Region 20, 1314 Hines Ave., San Antonio, TX 78208
The State of Utah is requesting proposals from qualified and experienced firms to provide an
Online Marketplace (RFP No. MG20-81).
In order to be considered, the Offeror must complete and submit a proposal to The State of Utah through SciQuest in accordance with the solicitation documentation available at https://bids.sciquest.com/apps/Router/PublicEve nt?CustomerOrg=StateOfUtah.
PRE-PROPOSAL CONFERENCE:
Wednesday, January 22, 2020, 1:30 pm, local time,
via Webinar Google Meeting (meet.google.com/axf-avqz-wmc).
PROPOSAL DUE DATE: February 12, 2020, BEFORE 2:00 PM LOCAL TIME.
CONTACT: Michael Glenn, State Contact Analyst,
801-538-1287 or [email protected].
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BALTIMORE – Before this playoff
run, a preseason rallying cry from Derrick Henry had started to take hold with the Titans.
Why not us?
Now you have to wonder: Who is going to stop them?
These underachievers turned overachievers, the ones who’ve seemingly fought uphill all season, wearing a lack
of respect on their sleeves, have proved
doubters wrong all the way to becoming
legitimate Super Bowl contenders.
Ending the Patriots’ dynasty at its
most vulnerable, impressive as that
was, was one thing.
Saturday night’s 28-12 victory over
the AFC’s top-seeded Ravens was another.
This was the stage where failure
would have been expected, even understandable. In this roaring purple place, against these Ravens, winners of 12 in a
row and owners of the most prolific
rushing offense in NFL history, everything was lined up against the visitors from Nashville, Tennessee.
Instead, it became the biggest statement yet by these Titans. They’ve managed to make something special out of a season with so many earlier lows that
the highs can’t help but be astounding.
It’s real, though. These Titans really
are capable of beating anyone anywhere. We didn’t really know that until Saturday night. We do now.
The Titans were somehow able to
control a game in which they were outgained 530 yards to 300 and in which quarterback Ryan Tannehill threw for
only 88 yards compared with Henry’s
195 on 30 carries.
They did it by being more clutch than
the Ravens – scoring three touchdowns
on third down, forcing turnovers, making two critical defensive stops on fourth-and-short – and continuing to
ride the tireless Henry and a steady
rushing attack that is proving tortuous
for all defenses in its path.
You could say it’s winning ugly, but
there is no such thing at this point in a
season.
The Titans earned this AFC Championship Game trip.
For as much excitement as they’ve
provided in recent months, nothing has
been easy. This rarely looked like a dominant team, more so a gritty, wellcoached, hardworking one. That was the identity, and as much as you respect
it, you also had to wonder about the upside when the competition increased.
And there was no NFL team as dominant this season as the Ravens. The playoffs, as they should be, are built to
reward worthy regular seasons. The
Ravens had all of the advantages. They
had a raucous home crowd ready for a
Super Bowl run. They were rested and
seemingly more than ready to tackle a
Titans team that had been fighting for
its postseason life the past two weeks.
Instead, the Titans pounced first, and
an early 14-0 lead was mammoth in a
matchup of two teams eager to run the
football. Before intermission, the Titans
intercepted a Lamar Jackson pass to kill
an early drive, setting up one touchdown, and then stopped him on fourth down to set up another.
It was the perfect blend of complementary football the Titans had been seeking all season while rarely finding.
After each fourth-and-short stop, the
offense took advantage immediately,
with Tannehill hitting a long touchdown
pass in the first half and Henry breaking
a long run in the third quarter.
The Titans’ offense kept making
plays when needed while the defensive
plan couldn’t have been much better.
The Titans mostly kept Jackson in front
of them. They didn’t let the league’s presumptive MVP beat them with his feet.
They made him do it with his arm, beginning in the first half when the Ravens fell behind by two touchdowns.
Jackson made some plays. He broke
some runs. He hit some throws. But it
wasn’t enough.
The game script was perfect for the
Titans, though. They beat the Ravens at
their own game, and in the end, it wasn’t
the Titans who looked tired. It was the
Ravens as Henry continued to run
through and around them, their season
gradually slipping away and their fans
leaving early for the exits.
Next week will bring a new road challenge, of course, but there’s one lesson to take from Baltimore.
If the Titans can do this to the Ravens, they can do it to anybody.
Titans seem unstoppable after latest upset
Gentry Estes
Columnist
The (Nashville) Tennessean
USA TODAY NETWORK
Titans running back Derrick Henry passes to wide receiver Corey Davis for a touchdown during the third quarter. ANDREW NELLES/TENNESSEAN.COM BALTIMORE – The Ravens’ locker
room was quiet Saturday night, save for
the shuffling of reporters’ feet and the
occasional expletive echoing from
around the corner. Earl Thomas draped
a towel over his head. Matthew Judon
likened the night to a car crash. Michael
Pierce turned away from reporters, rested his head on a shelf in his locker and stood motionless for several seconds.
“Damn, man,” he said quietly.
Baltimore’s 2019 season wasn’t supposed to end like this, in a 28-12 shellacking at the hands of the sixth-seeded Titans. For months, the Ravens had spoken cautiously but confidently about their Super Bowl aspirations. They had
the presumptive MVP at quarterback in
Lamar Jackson. They had 12 Pro Bowlers. Home-field advantage. A 12-game winning streak. The stage was set perfectly.
And then?
“(Expletive), we got our ass whooped
today,” running back Mark Ingram said.
“For real.”
Ravens players spent the moments
after the game in something of a daze,
frustrated by their performance and befuddled by how their dream season unraveled so quickly. Cornerback Marlon Humphrey said it didn’t feel real.
“Even down to the clock hitting zero, I
was still like, ‘Is this really happening?’ ”
he said. “One of the guys was like, ‘This
is a dream. I’m going to wake up tomorrow and it’s going to be Saturday and it’s going to be game day.’ That’s kind of
what it felt like, honestly, as crazy as
that sounds.”
For Baltimore, it wasn’t just that Saturday night happened, but how. Tennessee not only managed to clamp down on the Ravens’ strengths but also
use their own identity against them.
The Ravens led the league in fourthdown conversion rate (70.8%) during the regular season, but they went 0-
for-4 on fourth downs against Tennessee. They also led the league in rushing and had the league’s No. 5 rushing defense. But the Titans held Baltimore running backs to 42 yards on just nine
carries, while Derrick Henry bulldozed
his way to a 195-yard performance.
“We just got out of our element a little
too fast, you know, trying to beat them
to the punch,” said Jackson, who finished with 143 rushing yards on 20 carries.
Ravens players admitted it was a bit
strange to be playing from behind after
falling to a 14-0 deficit early in the second quarter, as they had grown accustomed to jumping out to comfortable leads. They also hadn’t played a truly
meaningful game in three weeks after
resting many of their veterans and stars,
including Jackson, in Week 17 – a stark
contrast to the Titans, who have been
fighting to prolong their season for nearly a month now.
That dichotomy, and a host of
dropped passes and uncharacteristic
penalties, prompted questions about
rust. Is it possible Baltimore’s reward for
a 14-2 season ultimately contributed to
its downfall? Did the Ravens get too
much rest?
“I don’t have that answer. It’s unanswerable,” coach John Harbaugh said. “Our guys practiced really hard and did
the best they could, but we didn’t play a
sharp football game, for sure. What
should you attribute that to? I guess you
can theorize a lot of different things.”
The Ravens will have a long offseason
in which to contemplate that question,
and otherwise wonder how they let this
opportunity slip away. Humphrey said
they’ll also need to confront what he
called “the hard truth” about who
they’ve become.
“I think this team’s identity right now
is get in the playoffs and choke,” he said.
“It is what it is.”
Of course, the Ravens also still have
plenty to be proud of, and much to look
forward to. Their star quarterback is
only days removed from his 23rd birthday, and he has a strong young core around him. Five of Baltimore’s 12 Pro
Bowl honorees are 25 or younger, not
counting other promising pieces like
wide receiver Marquise Brown and offensive tackle Orlando Brown Jr.
There’s also consistency at head
coach with Harbaugh, and in the front
office, with general manager Eric DeCosta. And the Ravens figure to bring back both offensive coordinator Greg
Roman and defensive coordinator Wink
Martindale, who each interviewed for
head coaching jobs.
“Once the Super Bowl ends, everyone
is 0-0 again,” Orlando Brown Jr. said.
In time, the Ravens will likely come to
view their 2019 season in a more complete way, to take the positive of the regular season hand-in-hand with the disappointment of Saturday night. But for now, it’s still fresh. It will take time for
the shock to wear off.
“You don’t ever expect to get into a
car crash until you get into a car crash,
and I feel like that’s what it is,” Judon
said. “We were riding. We were rolling
hot. And it hit us.”
Ravens’ dream season astonishingly crumbles
Tom Schad
USA TODAY
Ravens wide receiver Willie Snead IV
reacts in the fourth quarter of Saturday’s loss. EVAN HABEEB/USA TODAY SPORTS Ad Number:Insertion Number:Size:Color Type:
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USA TodayN/AC-4-AllMkpl Today cls Jan13 Monday, January 13, 2020 771
772
CONFIDENTIAL
THE INFORMATION IN THIS DOCUMENT MAY NOT BE DISCLOSED WITHOUT THE PRIOR WRITTEN CONSENT OF THE OFFEROR.
ATTACHMENT D – PROJECT CAPABILITY SUBMITTAL CHECKLIST AND FORMAT The Offeror must complete and submit this checklist along with the Project Capability (PC) Submittal. This PC Submittal Checklist is not counted in the 6-page PC Submittal limit.
Failing to answer or answering “No” to any of the questions below may result in disqualification. Offerors may delete the example on attachments D1, D2, and D3 in order to meet the 2 page maximum requirement.
The templates in attachments D1, D2, and D3 MUST be used. Do NOT include any identifying information in the attachment D1, D2, and D3. Information listed under the “Documented Performance” line in attachment D1, D2, and D3 may describe where the Offeror has used the approach or solution previously, and what the results were in terms of verifiable metrics. Offerors may delete the example and this paragraph when completing this document.
Example of response to Attachment D1, D2, and D3 can be found in the Examples Template found in the Buyer Attachment Section of this solicitation.
1. Is your PC Submittal (attachments D1, D2, & D3) a total of 6 pages or less (2 pages maximum per document)?
☒Yes ☐ No
2. Do you understand that your PC Submittal will NOT contain your firm’s name, specific names of past projects, or information that may be used to identify who your firm is, including employees’ names?
☒Yes ☐ No
3. Do you understand that you have to use the PC Submittal templates provided in this RFP and that you are NOT allowed to re-create the PC Submittal Templates (cannot alter font size, add colors, add pictures, etc.) or handwrite your responses? ☒Yes ☐ No
4. Do you understand that your Proposal may be disqualified if you fail to meet any of the above requirements?
☒Yes ☐ No
773
CONFIDENTIAL
THE INFORMATION IN THIS DOCUMENT MAY NOT BE DISCLOSED WITHOUT THE PRIOR WRITTEN CONSENT OF THE OFFEROR.
ATTACHMENT D (1) – LEVEL OF EXPERTISE (LE) Demonstration Level of Expertise #1: GOVERNMENT EXPERTISE: Our team is dedicated to working with governments as they implement procurement through an online store. Our Public Sector team that includes a former White House senior procurement executive, a former State CPO, and the CPO from one of the largest counties in the US—understands the unique needs of government procurement.
Documented Performance: Our Project Manager has successfully launched and administered a public sector contract with OMNIA, helping customers meet their public procurement policies through a dynamic online store. We currently serve more than 18 states and over half of the 100 most populous local governments. In her previous role as State CPO, our State strategist saved $100 million in her first year, conducted 40 reverse auctions, and streamlined the RFP process, reducing cycle time by a third. Our Government team appreciates the importance of change management when introducing new procurement methods, and this perspective will benefit Utah as you transition to this dynamic procurement model. A state CPO who recently onboarded with us said, “We always look for ways to make our processes more efficient, and save money for the State of Connecticut. We started working with [redacted] to give our agencies the familiar buying experience they use at home, but with the open, fair, and transparent process we need for state government. [Redacted]’s tools tailored for the needs of government customers was a great fit for us, and they had us up and running in 2 months with their onboarding assistance – it was the easiest implementation we’ve ever had.” Carol Wilson, Chief Procurement Officer – State of Connecticut
Level of Expertise #2: DYNAMIC eCOMMERCE EXPERTISE: We offer a transparent buying experience with hundreds of millions of products from hundreds of thousands of business sellers, and we have dedicated customer support to serve our customers.
Documented Performance: We are proud to serve millions of customers, including governments like the State of Oklahoma, the US Department of Homeland Security, and King County, Washington, along with hundreds of thousands of business sellers around the world with more than $10 billion in annualized sales. We offer access to nearly 150,000 US business sellers and hundreds of millions of products. This results in the selection, convenience, and low prices that delight our government customers.
774
CONFIDENTIAL
THE INFORMATION IN THIS DOCUMENT MAY NOT BE DISCLOSED WITHOUT THE PRIOR WRITTEN CONSENT OF THE OFFEROR.
Level of Expertise #3: EDUCATION EXPERTISE: In addition to our Government team, we have a team dedicated to Education customers. As a result, we have the personnel with expertise to effectively serve not only the government entities that may use the awarded contract, but also the school districts and higher education institutions. Our teams work together for a seamless customer experience.
Documented Performance: In the US, we serve nearly 80% of the 100 largest enrollment education organizations, including a large school district in Utah with over 50,000 students. By using our online store, this large Utah school district enjoys increased account visibility, operational efficiencies, and cost savings. The District Procurement Manager commented that our annual membership program “makes everybody’s life so easy and reinforces good purchasing practices.” He also stated, “Teachers buy just what they need, without adding extras, because they’re getting free, two-day shipping with any order. That saves a lot of money that can be put right back into the classroom.”
Level of Expertise #4: BROAD SELECTION: We offer a vast selection of business supplies from brands you know and trust.
Documented Performance: We have hundreds of millions of items across multiple businessrelated categories, including 1,100 items across five spend segments identified as business essential items, which have increased inventory and availability. Customers can activate recurring delivery for frequently purchased items so they never run out of stock. In addition, customers can create reorder lists for these items to minimize manual procurement effort. A ranking by Apruve, Inc. of 60 office supplies distributors—based on online user experience, B2B features, and marketing techniques—rated us number 1.
Level of Expertise #5: PROCUREMENT CONTROL: We understand government customers need controls in an online store to ensure adherence to their procurement requirements. We offer a variety of features for customers to gain oversight and management of spending across the organization. We also have a feature to allow customers to block any company who is listed on the federal SAM debarred company list.
We have classified tens of millions of products into UNSPSC codes, which allow customers to curate their experience with us according to their procurement policies.
Documented Performance: We offer a variety of features for our customers to use, including: (1) tax-exempt purchasing for qualified organizations; (2) the ability to establish 775
CONFIDENTIAL
THE INFORMATION IN THIS DOCUMENT MAY NOT BE DISCLOSED WITHOUT THE PRIOR WRITTEN CONSENT OF THE OFFEROR.
approval workflows before purchase; (3) the ability to guide buyers to appropriate purchases according to their policies, including restricting product categories (e.g., IT and Office Furniture), or preferring certain suppliers or products; and (4) spend reports to give you realtime data on spending across your state that includes more than 50 detailed data points like price paid, number of units purchased, and detailed product information.
ATTACHMENT D (2) – RISK ASSESSMENT (RA) PLAN
The Risk Assessment Plan should address the possible risks that the Offeror does NOT control when taking on this project. The descriptions should demonstrate the risks Offeror has encountered in similar projects, the solution to that risk, and the Offeror’s documented performance with its solution including effects on the overall budget and timelines of the project.
The risks should be prioritized (list the greatest risks first). The Offeror may add or delete Risk table templates, but do not exceed the 2-page limit for this section.
Risk #1 Description: An online store includes 3rd party sellers that offer products at market prices, which are subject to change. Product offerings and prices may fluctuate, so there is no guarantee that items that may have been purchased will be available in the future or at the same or lower price. 3rd party sellers may also manage returns, customer service inquiries, and fulfillment.
Solution: We have hundreds of thousands of business sellers globally, with more than 150,000 in the US, offering hundreds of millions of products to provide selection for our customers. We have a program that protects our customers when they purchase items sold and fulfilled by a third-party seller to cover both the timely delivery and the condition of the items, and provide functionality for customers to search for sellers that fulfil their diversity requirements (minority, women-owned, etc)
Documented Performance with Solution to Risk #1: A dynamic online store offers real-time competition with wide selection and purchasing efficiencies, driving total value benefits for our customers. It also provides access to the latest technologies and products, as well as options to help public sector customers wanting to direct spending to diverse sellers.
Risk #2 Description: We don’t offer consolidated invoices.
Solution: We do not currently offer a ‘Master Invoice Summary’ as a separate document.
Invoices are at the purchase level if all items ship within 5 days of the purchase date. However, we do provide real-time reporting of over 70 different transactional attributes. Once items are shipped, we send a copy of the invoice by email or via cXML integration. Customers can click on ‘View Invoice’ to see details on the invoice. We also accept procurement cards as a 776
CONFIDENTIAL
THE INFORMATION IN THIS DOCUMENT MAY NOT BE DISCLOSED WITHOUT THE PRIOR WRITTEN CONSENT OF THE OFFEROR.
payment method.
Documented Performance with Solution to Risk #2: We are evaluating other potential consolidation-related features including periodic (e.g., monthly) invoicing and PO-level consolidated invoicing.
777
CONFIDENTIAL
THE INFORMATION IN THIS DOCUMENT MAY NOT BE DISCLOSED WITHOUT THE PRIOR WRITTEN CONSENT OF THE OFFEROR.
ATTACHMENT D (3) – VALUE ADDED (VA) ITEMS
The Value-Added Items should identify any value-added options or ideas that may benefit the project. The value-added items should be prioritized (identify the most important claims first) and should provide examples of value added options that Offeror has implemented in other similar projects and the documented performance of each value-added item. The Offeror may add or delete Value Added Claim table templates, but do not exceed the 2-page limit for this section.
Value Added Item #1: Membership Program
How will this add value? Our membership program provides the customer access to (1) enhanced guided buying (the ability to guide buyers to certain products or sellers as well as restrict certain categories of spend); (2) enhanced spend visibility; and (3) unlimited free, 2-day shipping for over 100 million items and free same-day delivery or one-day shipping on eligible orders and (4) progressive discounts to ensure that customers buying large quantities of goods get the best price possible.
Documented Performance: Our membership program includes a data visualization tool (similar to Tableau, Quicksite, etc.). One customer has commented that “reporting on expenses used to be a time consuming, manual process. Now, we can evaluate spend data in near real-time and use as building blocks to prevent rogue spending. This has been just a huge, huge win.” Cost Impact (%): We offer a Public Sector price plan for Government, Education, and Nonprofit customers at $3,499 per year (vs. $10,999 for other business customers) which also provides unlimited shipping for everyone on the account.
Schedule Impact (%): 68%
Value Added Item #2: Enhanced Guided Buying
How will this add value? Enhanced Guided Buying enables organizations to set their procurement preferences and create a tailored purchasing experience for their buyers, making it easy to adhere to an organization’s policies. It creates buying efficiency by “guiding” end users to approved products and reduces approval burdens with restricted product categories. The Admin can create policies with multiple attributes such as restricting a category such as IT and Furniture with a spend limit that triggers an approval workflow.
Documented Performance: Some of our government customers currently use this feature to restrict product categories that are available on their cooperative contracts. Other customers use this feature to direct spending to specified small, diverse, and local sellers.
Cost Impact (%): Guided Buying is a feature within our membership program. Schedule Impact (%): n/a
778
CONFIDENTIAL
THE INFORMATION IN THIS DOCUMENT MAY NOT BE DISCLOSED WITHOUT THE PRIOR WRITTEN CONSENT OF THE OFFEROR.
Value Added Item #3: Punchout (Procurement Provider Integration) Benefits How will this add value? Integrating your e-procurement system with your suppliers’ catalogs helps to automate your procure-to-pay process and purchases within your e-procurement system.
Documented Performance: Integration streamlines the buying experience, eliminates paper-based processes, increases adherence to procurement policies, uses existing approval workflows, and reduces order cycle time. We integrate with over 90 e-procurement systems.
Cost Impact (%): There is no additional cost at this time. Schedule Impact (%): n/a Value Added Item #4: Pay by Invoice (PBI)
How will this add value? PBI allows customers upon credit approval to improve cash flow by extending payment to 30 days past date of shipment.
Documented Performance: Our customers can pay for products using purchasing cards, PBI, or purchase order. Receiving credit or payment terms from businesses improves cash flow.
Longer terms free up capital for day-to-day operations. Customers also gain control from payment terms, as they pay only when the goods are received and verified.
Cost Impact (%): There is no additional cost at this time. Schedule Impact (%): n/a Value Added Item #5: Shopping lists for easy re-ordering How will this add value? Administrators and requisitioners can create lists of items with or without quantities to create efficiencies in re-ordering items when supplies need to be replenished. These lists can be shared with other users and edited or deleted at any time.
Documented Performance: Our customers like the simplicity created by this easy reordering process.
Cost Impact (%): There is no additional cost at this time. Schedule Impact (%): n/a 779
Attachment E – Marketing/Education Plan
Currently, we have five sales offices in the United States (Seattle, Boston, Detroit, Austin, Washington, D.C.) but we have the capability to serve public sector customers in all 50 states. We have a separate contractual relationship with OMNIA similar to the one proposed here and have successfully marketed, administered, and grown that contract for its use by thousands of customers. We will develop a similar go-to-market plan for this contract, which will include the following activities:
1) We will add this contract to our web-based cooperative homepage for the purpose of promoting its compliance offerings and on-boarding existing customers. The homepage will have a registration flow that will include a link for existing customers to utilize this contract.
2) We will proactively send email campaigns to relevant prospective and existing customers following the contract launch.
3) We will add this contract to our existing training program for our public sector sales force personnel to describe the benefits of this contract as well as the difference between it and other available contracts. We will also ensure that all public sector sales force personnel have completed such training within 90 days of contract launch. Thereafter, all new public sector sales force personnel will receive this training during new hire orientation.
4) We will attend several procurement events targeted at education and government agencies in an effort to reach thousands of purchasing administrators, buying influencers, and buying decision makers. For example, we regularly attend 7 national events including NASPO Exchange, NASCA, ASBO, NAEP, NACUBO, FETC, and NIGP Annual Meetings. We also attended or plan to attend more than 20 local, state, and regional conferences. 5) We will work to create a one-page marketing collateral document demonstrating the benefits of the agreement for use by our public sector sales force personnel. 6) We will meet with any associated cooperative’s marketing team to discuss promotions and other campaigns and identify plans and opportunities to push activities out to Participating Public Agencies and webpage visitors. 7) We will support any associated cooperative’s comprehensive marketing plan in support of the Agreement.
8) We will hold regular business reviews with key contract administrators and cooperative stakeholders to report on progress with contract adoption, marketing initiatives, and potential areas of concern.
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Award Justification Statement
Statewide Solicitation #MG20-81
Contract Name: Online Marketplace
Awarded: 03/12/2020
I. Summary
The evaluation committee determined that the proposals submitted by the following vendors (in alphabetical order) met the required point thresholds and provide the best value for Online Marketplaces:
Amazon.com Services LLC, CDW Government LLC, Office Depot Inc, The Chariot Group LLC, W.W. Grainger Inc.
II. Evaluation Process
Proposals were evaluated in accordance with Part 7 of the Utah Procurement Code by an Evaluation Committee comprised of representatives from the Utah Division of Purchasing, the City of West Jordan, the City of Murray, and Utah County. Solicitation number #MG20-81 was assigned to this solicitation. A representative from State Purchasing attended the evaluation committee meetings to ensure that the process outlined in the Procurement Code was followed, but was not a voting member of the evaluation committee.
A Best Value (BV) solicitation was issued by the State to enter into a State Cooperative contract with vendors to provide Office and School Supplies Marketplace to any eligible user defined in the BV, and any other State affiliated agencies, Cities, Counties, etc. The main goals of this solicitation are to procure Office and School Supplies through an online marketplace outlined above. Under Utah Code 63G-6a-702(2), the BV process was used because criteria other than costs were considered important in determining which proposal provides the best value to the State. These other factors (other than cost) were highly significant in determining which vendor’s proposal provided the best value to the State.
Following an evaluation of the mandatory minimum requirements (Stage I of the evaluation) identified in the BV, 9 vendors were deemed eligible to proceed to Stage 2: Technical Proposal Evaluation. Of these 9 vendors, 5 vendors met or exceeded the minimum technical score thresholds. These 5 vendors were eligible to proceed to the Stage 3: Cost Proposal Evaluation. The following section describes Stage 2 and Stage 3 of the evaluation process. Vendors A, B, C, and D did not meet the technical score threshold and were deemed non-responsive in order to move on to the cost stage.
III. Stage 2 and 3 – Technical Criteria and Cost Evaluation In Stage 2, proposals were evaluated against 3 criteria that were picked to show the vendors expertise within the criteria desired in this solicitation. These criteria asked Offerors to provide or were evaluated on the following: Level of Expertise (Criteria 1), Risk Assessment Plan (Criteria 2), Value Added Services (Criteria 3), and Marketing Plan (Criteria 4).
The Evaluation Committee subjectively assigned points for each criteria based on the vendors’ responses. Only the Technical criteria was assigned a weight threshold. A Total Technical Points threshold was established and set at 425 points. Offerors needed to match or exceed the threshold in order move on to the Stage 3 cost evaluation.
In Stage 3 of the evaluation, Offerors were asked to provide cost based on a list of items within the solicitation. The Offeror with the lowest Cost Point Ratio set the baseline ratio to be awarded a contract. Any Offeror whose Cost Point Ratio was within 300% of the lowest Cost Point Ratio was also awarded.
Total Cost was computed by adding up the proposed cost for all the items in the Items section of the solicitation. The formula to compute the Cost Point Ratio is: Total Cost/Technical Points = Cost Point Ratio. 781
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State of Utah
Contract # MA3457
for
Online Marketplace
with
Amazon.com Services LLC
Effective: September 9, 2020
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The following documents comprise the executed contract between the State of Utah and Amazon.com Services LLC effective September 9, 2020:
I. Vendor Contract and Signature Form
II. Supplier’s Response to the RFP, incorporated by reference 784
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CONTRACTOR
October 1, 2020
Contract # MA3457
STATE OF UTAH COOPERATIVE CONTRACT
MASTER AGREEMENT
1. CONTRACTING PARTIES: This contract is between the Division of Purchasing and the following Contractor:
Amazon.com Services LLC
Name
410 Terry Ave N
Address
Seattle WA 98109
City State Zip
LEGAL STATUS OF CONTRACTOR
Sole Proprietor
Non-Profit Corporation
For-Profit Corporation
Partnership
Limited Liability Company
Contact Person Marcus Handler Email [email protected] Vendor # VC220555 Commodity Code #00000
2. CONTRACT PORTFOLIO NAME: Online Marketplace
3. GENERAL PURPOSE OF CONTRACT: The general purpose of this contract is to provide: an online marketplace with dynamic pricing.
4. PROCUREMENT: This contract is entered into as a result of the procurement process on Solicitation # MG20-81.
5. CONTRACT PERIOD: Effective Date: September 9, 2020; Termination Date: May 5, 2025 unless terminated early or extended in accordance with the terms and conditions of this contract. Renewal options (if any): None.
6. Payment: Prompt Payment Discount (if any):NA.
7. Administrative Fee, as described in the Rebate Agreement between OMNIA Partners and the State of Utah.
8. The Contract contains the following documents listed in the order of precedence:
ATTACHMENT A: Terms andConditions
ATTACHMENT B: Scope of Work
9. DOCUMENTS INCORPORATED INTO THIS CONTRACT BY REFERENCE BUT NOT ATTACHED (listed in order of precedence and below those documents listed in Section 8 in order ofprecedence):
a. All other governmental laws, regulations, or actions applicable to this contract. b. Utah State Procurement Code, Procurement Rules, Contractor’s response to solicitation #MG20-81, and Solicitation # MG20-81.
10. Each person signing this Agreement represents and warrants that he/she is duly authorized and has legal capacity to execute and deliver this Agreement and bind the parties hereto. Each signatory represents and warrants to the other that the execution and delivery of the Agreement and the performance of each party's obligations hereunder have been duly authorized and that the Agreement is a valid and legal agreement binding on the parties and enforceable in accordance with its terms.
IN WITNESS WHEREOF, the parties sign and cause this contract to be executed. Notwithstanding verbal or other representations by the parties, the "Effective Date" of this Contract shall be the date provided within Section 5 above.
STATE
October 1, 2020
Contractor's signature Date Director, Division of Purchasing Date Anne Rung
Type or Print Name and Title
Authorized Signatory Chris Hughes
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Division of Purchasing Contact Person Telephone Number Fax Number Email (Revised 4/22/20 RS)
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Attachment A
Terms and Conditions
Below is a copy of the Amazon Business Accounts Terms and Conditions in effect on the Effective Date of the contract. Pursuant to Section 10 of the Amazon Business Accounts Terms and Conditions (as amended by the Amendment), Amazon may make changes at any time. The Amazon Business Accounts Terms and Conditions are available electronically
at https://www.amazon.com/gp/help/customer/display.html/?nodeId=201613180.
1. PURPOSE OF AGREEMENT. This Agreement governs your access to, use of, and transactions made through Amazon Business. “Amazon Business” enables registered business customers to purchase products and services for business purposes and to access and use a set of features, services, software, and applications specifically intended for business customers. We may make available to you, through Amazon Business, certain services or products that are subject to additional terms and conditions, and if you use such services or purchase such products, those terms and conditions (the “Feature Terms”) will also apply to you. Products made available through Amazon Business may be designed for, and only appropriate for, specialized uses; accordingly, you may only use them as intended by, and in compliance with all instructions provided by, the manufacturer. Finally, certain policies accessible through Amazon Business apply to your and your users’ use of and access to Amazon Business. These “Policies” include the Amazon Business Acceptable Use Policy, the Amazon Business Pricing Policy, the Amazon Business Sanctions and Export Policy, the Amazon.com Privacy Notice, the Amazon Business Gift Card Policy, and the Healthcare Disclosure Policies. This Agreement incorporates by reference the Feature Terms and the Policies.
2. ELIGIBILITY; ACCOUNT SECURITY. By creating a Business Account, you representthat (i) the individual acting on behalf of the Customer has the authority to bind the Customer, (ii) the Customer has all requisite right, power, and authority to enter into, perform its obligations under, and grant the rights and authorizations in the Agreement, and (iii) the Customer is an Eligible Entity. “Eligible Entities” include all types of businesses (for example, LLCs, LLPs, corporations, partnerships, sole proprietorships, and PLLCs), all types of governmental entities (federal, state, local, and quasi-governmental entities), and all types of non-profit organizations (including 501(c) organizations, 527 organizations, and similar tax-exempt organizations).
Individual consumers should use Amazon.com. Upon completion of your registration, a “Business Account” will be created for your organization. You may authorize others to create a “User Account” associated with your Business Account. You are responsible for all activities that occur under your Business Account and any associated User Accounts, and must ensure your Users comply with the Acceptable Use Policy and this Agreement. You are responsible for maintaining the security of the passwords associated with your Business Account and User Accounts; if you believe an unauthorized person has access to your password, Business Account, or an associated User Account, you must contact us immediately and change any compromised passwords.
3. SHIPPING; RETURNS; REPLACEMENT CHARGES; PAYMENT METHODS; TAXES.
Your purchases are subject to Amazon’s Shipping and Returns Policies. All purchases of physical items from Amazon are made pursuant to a shipment contract. This means that the risk of loss and title for such items pass to you upon our delivery to the carrier. Unless you are participating in the Pay by Invoice service, payment for all purchases made through your Business Account is due upon shipment or on the date indicated on the checkout page, or, for digital products, when we make the digital product available to you. For returns, Amazon does not take title to returned items until the item arrives at our fulfillment center. At our discretion, a refund may be issued 787
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without requiring a return. In this situation, Amazon does not take title to the refunded item. To purchase through Amazon Business, you will need at least one valid payment method associated with your Business Account; if there is a problem charging your selected payment method for any purchase, we may charge any other valid payment method associated with your Business Account. If we send any User a replacement product for a product they originally ordered using an individual payment method (such as a personal credit card) and the original product ordered is not returned within 30 days of the replacement request, you acknowledge and consent that we may charge any eligible payment method on record for the relevant User Account for the replacement product. Each party will be responsible, as required under applicable law, for identifying and paying all taxes and other governmental fees and charges (and any penalties, interest, and other additions thereto) that are imposed on that party upon or with respect to the transactions and payments under this Agreement.
4. DISCLAIMER. UNLESS OTHERWISE SPECIFIED IN WRITING, ANY INFORMATION,
CONTENT, MATERIALS, PRODUCTS (INCLUDING SOFTWARE) OR SERVICES MADE AVAILABLE TO YOU BY AMAZON ARE ON AN “AS IS” AND “AS AVAILABLE”
BASIS, AND AMAZON MAKES NO REPRESENTATIONS OR WARRANTIES OF ANY
KIND, EXPRESS OR IMPLIED, AS TO SUCH INFORMATION, CONTENT, MATERIALS, PRODUCTS (INCLUDING SOFTWARE) OR SERVICES. TO THE FULLEST EXTENT
PERMITTED BY LAW, AND UNLESS OTHERWISE SPECIFIED IN WRITING, AMAZON
DISCLAIMS ALL WARRANTIES, EXPRESS OR IMPLIED, AS TO THE PRODUCTS IT
SELLS AND THE SERVICES AND INFORMATION IT PROVIDES, INCLUDING ANY
IMPLIED WARRANTIES OF MERCHANTABILITY AND FITNESS FOR APARTICULAR PURPOSE OR NONINFRINGEMENT OF INTELLECTUAL PROPERTYRIGHTS.
5. INDEMNIFICATION. You will defend, indemnify, and hold harmless Amazon and its affiliates, and their respective directors, officers, employees, representatives, contractors, and agents, from and against any loss, damage, judgment, settlement, expense, interest, and any other liability (including reasonable attorneys' fees and costs) related to or arising out of any third party allegation, claim, lawsuit, or proceeding (a "Claim") to the extent such Claim is based on: (a) any breach of the Agreement, (b) any unlawful, improper or negligent use by anyone of any product sold or service provided to you under the Agreement, (c) any dispute between you and your Users, or (d) your gross negligence or willful misconduct. You will use counsel reasonably satisfactory to us to defend each indemnified Claim. If at any time we reasonably determine that any indemnified Claim might adversely affect us, we may take control of the defense at our expense. You may not consent to the entry of any judgment or enter into any settlement of a Claim without our prior written consent, which may not be unreasonably withheld.
6. LIMITATIONS OF LIABILITY. TO THE FULLEST EXTENT PERMITTED BY LAW,
UNDER NO CIRCUMSTANCES WILL AMAZON BE LIABLE FOR ANY
CONSEQUENTIAL, INCIDENTAL, SPECIAL, EXEMPLARY OR PUNITIVE DAMAGES,
INCLUDING BUT NOT LIMITED TO ANY LOST PROFITS, THAT RESULT FROMYOUR
PURCHASE OF ANY PRODUCTS OR USE OF ANY SERVICES, EVEN IF AMAZON HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. TO THE FULLEST
EXTENT PERMITTED BY LAW, AMAZON'S LIABILITY IN ALL EVENTS IS LIMITED
TO THE PURCHASE PRICE PAID FOR THE PRODUCT OR SERVICE THAT GIVES RISE TO THE LIABILITY.
7. CUSTOMER INFORMATION, PRIVACY, CONFIDENTIALITY.
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7.1. Customer Information. We require you to provide information about you and your Users to access and use Amazon Business, and you may need to provide supplemental information to use or purchase some Amazon Business products or services. You will ensure that all information that you provide to us is at all times accurate and complete. We may share information you provide (for example, your organization’s name, addresses, Taxpayer Identification Number) with others in your organization and third parties to confirm the accuracy of such information and your eligibility to use Amazon Business or certain services (for example, to confirm you hold a valid license, certification, or credential where required). To enable us to improve our services, including by making available additional product selection or business pricing, we may share specific order information about the products or services you purchase through your Business Account with the suppliers who provide such products or services. For example, for certain transactions, Amazon Business may share your organization’s name or credentials, shipping address, shipment date, ASIN/SKU, quantity or other relevant information.
7.2. Privacy. Except as disclosed in this Agreement, our use of your information is governed by the terms of the Amazon.com Privacy Notice. Please review the Privacy Notice to understand our practices with respect to your information. Please note that all information about Users and User Accounts associated with a Business Account may be shared with your organization.
7.3. Confidentiality. In connection with your use of Amazon Business, we may share with you information which is identified as confidential or that should reasonably be considered confidential (“Confidential Information”). You will take all reasonable measures to avoid disclosure, dissemination or unauthorized use of Confidential Information, including, at a minimum, those measures you take to protect your own confidential information of a similar nature. You may use Confidential Information only in connection with your use of Amazon Business. You will not disclose Confidential Information during the term of this Agreement or at any time during the 5-year period following the termination of the Agreement, unless required by law. This applies to all Confidential Information in your possession, regardless of when or where you receive it.
8. GOVERNING LAW, DISPUTES, GOVERNMENTAL ENTITIES.
8.1. Governing Law. The laws of the State of Washington, without reference to conflict of law rules, as well as the Federal Arbitration Act and federal arbitration law, govern the Agreement and any dispute that might arise between you and us that pertains to Amazon Business or this Agreement. The United Nations Convention for the International Sale of Goods does not apply to the Agreement.
8.2. Disputes. Any dispute or claim relating in any way to Amazon Business or this Agreement will be resolved by binding arbitration. To begin an arbitration proceeding, you must send a letter requesting arbitration and describing your claim to our registered agent Corporation Service Company, 300 Deschutes Way SW, Suite 304, Tumwater, WA 98501. The arbitration will be conducted by the American Arbitration Association (AAA) under its rules (available at www.adr.org or by calling 1-800-778-7879). An arbitrator can award on an individual basis the same damages and relief as a court (including injunctive and declaratory relief or statutory damages). You may choose to have the arbitration conducted by telephone, based on written submissions, or at a mutually agreed location. We and you agree that any dispute resolution proceedings will be conducted only on an individual basis and not in a class, consolidated or representative action. If, for any reason, a claim proceeds in court rather than in arbitration we 789
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each waive any right to a jury trial. We and you both agree that you or we may bring suit in court to enjoin infringement or other misuse of intellectual property rights.
8.3. Public Sector Entities. If you are a public sector entity and precluded by law from agreeing to any of the provisions of Section 8 as set forth above, then any disputes with you will be governed by the substantive laws of the sovereign under whose laws you were formed and the venue for any such dispute will be the venue required by the laws of such sovereign. Similarly, if the laws of such sovereign would result in other provisions in this Agreement being deemed unlawful, void or for any reason unenforceable against you, those provisions will not apply to you and will be deemed severable from this Agreement. All other provisions in the Agreement remain in full force and effect.
9. THIRD-PARTY OFFERINGS. Parties other than Amazon operate stores, provide services or software, or sell product lines through Amazon Business. In addition, we provide links to the sites of affiliated companies and certain other businesses. If you purchase any of the products or services offered by these businesses or individuals, you are purchasing directly from those third parties, not from Amazon. We are not responsible for examining or evaluating, and we do not warrant, the offerings of any of these businesses or individuals (including the content of their sites). Amazon does not assume any responsibility or liability for the actions, product, and content of all these and any other third parties. You should carefully review their privacy statements and other conditions of use.
10. MODIFICATIONS. We may, at any time in our discretion, change the Agreement by posting such a change on Amazon Business or by notifying your account administrators. YOUR
CONTINUED USE OF AMAZON BUSINESS AFTER WE CHANGE THE AGREEMENT CONSTITUTES YOUR ACCEPTANCE OF THE CHANGES. IF YOU DO NOT AGREE TO
ANY CHANGES, YOU MAY CANCEL YOUR BUSINESS ACCOUNT OR REFRAINFROM USING THE AMAZON BUSINESS SERVICES IMPLICATED BY SUCHCHANGES.
11. ENTIRE AGREEMENT. The Agreement constitutes the exclusive and complete agreement between us and you. We will not be bound by any term, condition, obligation, or other provision which is different from or in addition to the provisions of the Agreement or which may be in any order, receipt, acceptance, confirmation, correspondence or other document, including informational forms we complete, sign or otherwise provide to you for your convenience.
12. TERM; TERMINATION. This Agreement takes effect when you create a Business Account and continues in effect until you or we terminate it. We may terminate the Agreement by providing notice to your administrators. We reserve the right, in our sole discretion, and with or without notice unless required by applicable law, to refuse service; remove or edit content; modify, suspend or discontinue the availability of any features, products, or services; terminate your right to use some or all of the Amazon Business services; and/or cancel orders. Amazon may choose to charge, modify, or stop charging a fee for any service in its sole discretion. Youmay 790
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terminate the Agreement by giving us notice and closing your Business Account and each User Account. Upon termination, all rights and obligations under the Agreement automatically terminate except for rights of action occurring prior to termination, payment obligations, and Sections 1, 4, 5, 6, 7.3, 8, 10, 11, 12, 14, 15.
13. COPYRIGHTS; TRADEMARKS; PATENTS. Use of Amazon Business does not give you the right to frame, use or reproduce any of our copyrighted material, trademarks, service marks, or other proprietary rights or material, or to use any of our patents, except as expressly permitted in writing by Amazon. Please see the Amazon Business Help Pages for further detail on Amazon owned or licensed copyrights, trademarks, patents, as well as how to address concerns about the use of your intellectual property rights by third parties.
14. LICENSE; SOFTWARE. The following Amazon Software Terms and License apply to your access and use of Amazon Business and all features and software (including any updates or upgrades to the software) and any related documentation we make available to you in connection with Amazon Business (the “Amazon Software”). Subject to your compliance with the Agreement and your payment of any applicable fees, Amazon or its content providers grant you a limited, non-exclusive, non-transferable, non-sublicensable license to access and use Amazon Business and Amazon Software. You may not use data mining, robots, or similar data gathering and extraction tools in connection with Amazon Business, nor may you download or copy Amazon Business information, including any collection of product listings, descriptions, reviews, or prices without our consent or for the benefit of another merchant. The following terms apply to your use of Amazon Software.
14.1. Use of the Amazon Software. You may use Amazon Software solely for purposes of enabling you to use Amazon Business, as permitted by the Agreement. You may not incorporate any portion of the Amazon Software into other programs or compile any portion of it in combination with other programs, or otherwise reproduce, duplicate, copy (except to exercise rights granted in this section), modify, exploit, create derivative works of, distribute, sell, resell, assign any rights to, or license the Amazon Software in whole or in part (including any features of Amazon Business). All software used in Amazon Business is the property of Amazon or its software suppliers and is protected by U.S. and international copyright Laws. You may not make any derivative use of Amazon Business without the express written consent ofAmazon.
14.2. Use of Third Party Services. When you use the Amazon Software, you may also be using the services of one or more third parties, such as a wireless carrier or a mobile software provider.
Your use of these third party services may be subject to the separate policies, terms of use, and fees of these third parties.
14.3. No Reverse Engineering. You may not reverse engineer, decompile or disassemble,tamper with, or bypass any security associated with the Amazon Software, whether in whole or inpart.
14.4. Updates. We may offer automatic or manual updates to the Amazon Software at any time and without notice to you.
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14.5. Government End Users. If you are a U.S. Government end user, we are licensing the Amazon Software to you as a "Commercial Off-the-Shelf Item" as that term is defined in the U.S.
Code of Federal Regulations (see 48 C.F.R. § 2.101), and the rights we grant you to the Amazon Software are the same as the rights we grant to all others under thisAgreement.
14.6. Reserved Rights, Termination. All rights not expressly granted to you in the Agreement are reserved and retained by Amazon or its licensors, suppliers, publishers, rights holders, or other content providers. The licenses granted by Amazon terminate if you do not comply with the Agreement.
14.7. Conflicts. In the event of any conflict between the Agreement and any other Amazon or third-party terms applicable to any portion of Amazon Software, such as open-source license terms or specific product feature restrictions that are conveyed to you in the feature experience, such other terms will control as to that portion of the Amazon Software and to the extent of the conflict.
15. MISCELLANEOUS.
15.1. Suggestions. If you make any suggestions about Amazon Business or the features (including any related technology), we will be free to use, disclose, reproduce, modify, license, transfer and otherwise distribute, and exploit any of the foregoing information or materials in any manner.
15.2. Assignment. Except in connection with a reorganization, merger, sale, or transfer of substantially all of your assets (in which cases you must promptly provide written notice following assignment), you may not assign the Agreement without our prior written consent.
Subject to that restriction, the Agreement will be binding on, inure to, and be enforceable against the parties and their respective successors and permitted assigns.
15.3. Severability. If any provision of this Agreement is deemed unlawful, void, or for any reason unenforceable, then that provision will be deemed severable from this Agreement and will not affect the validity and enforceability of any remaining provisions.
15.4. Waiver. Our failure to enforce your strict performance of any provisions of this Agreement will not constitute a waiver of our right to enforce such provisions or any other provision of this Agreement subsequently.
15.5. Conflicts. In the event of any conflict between the Agreement and the Policies, the Agreement will prevail. In the event of any conflict between the Agreement and the Feature Terms, the applicable Feature Terms will control.
15.6. Construction. The word "including" will be interpreted without limitation when used in this Agreement.
15.7. Notices. You consent to receive communications from us electronically, including through e-mails, text messages, in-app push notices, notices and messages posted on Amazon Business or in your Message Center and other communications made available to you on a desktop or mobile device. You agree that all agreements, notices, disclosures, and other communications that we provide to you electronically satisfy any legal requirement that such communications be in writing. You may retain copies of all of these communications for your records. We may also 792
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send you notices at the address provided when registering your Business Account, which you agree is a proper and valid address for any legal or contractual purpose. If you are sending Amazon a legal or contractual notice, you must comply with our notice procedures available here.
AMENDMENT NO. 1 TO AMAZON BUSINESS ACCOUNTS TERMS AND CONDITIONS This Amendment No. 1 (this “Amendment”) to the Amazon Business Accounts Terms and Conditions, above and available at https://www.amazon.com/gp/help/customer/display.html/?nodeId=201613180 (as updated from time to time, the “Agreement”), between Amazon Services LLC (“Amazon”, “we”, “us”, or “our”) and the State of Utah (“Customer” or “you”) is effective as of the last date of signature below (the “Amendment Effective Date”). This Amendment amends the Agreement as stated below. Unless otherwise defined in this Amendment, capitalized terms have the meanings ascribed to them in the Agreement. The parties agree asfollows:
1. GOVERNING LAW. The Section in the Agreement entitled “GOVERNING LAW” (currently Section 8.1) is deleted in its entirety.
2. DISPUTES. The Section in the Agreement entitled “DISPUTES” (currently Section 8.2) is deleted in its entirety.
3. MODIFICATIONS. The Section in the Agreement entitled “MODIFICATIONS” (currently Section 10) is amended by adding the following sentence:
“Notwithstanding this Section 10, no changes or updates to Amazon’s Business Accounts Terms and Conditions will have the effect of changing the provisions set forth in this Amendment without the parties’ written agreement in a subsequent amendment.”
4. TERM; TERMINATION. The Section in the Agreement entitled “TERM; TERMINATION” (currently Section 12) is amended by adding a second paragraph asfollows:
“Notwithstanding this Section 12, either party may elect to terminate this Agreement without cause upon delivery of at least 30 days’ prior written notice to the other party.”
5. AMAZON BUSINESS ANALYTICS. Amazon will provide participating organizations, and other eligible organizations participating in the cooperative contract (MA3457) access to Amazon Business Analytics, whereby they can generate reports based on their purchase activity. Amazon Business analytics functionality includes the ability to customize, view, and download reports, including orders, returns, and refunds.”
6. LAWS AND REGULATIONS. A new Section 17 is added to the Agreement entitled “LAWS AND REGULATIONS” that states as follows:
“Amazon represents and warrants that it will comply with all applicable laws, rules, and regulations in the performance of the Agreement.”
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7. FEDERAL FUNDS CERTIFICATIONS. A new Section 18 is added to the Agreement entitled “FEDERAL FUNDS CERTIFICATIONS” that states asfollows:
“18.1. Debarment. Amazon certifies that neither it nor its principals is currently in a state of debarment, suspension, or other ineligible status as a result of prior performance, failure, fraud, or violation of laws. Amazon further certifies that neither it nor its principals is debarred, suspended, otherwise excluded from or ineligible for participation in Federal assistance programs. You may terminate this Agreement if knowledge of debarment, suspension or other ineligibility has been withheld by us.
“18.2 Lobbying. Amazon certifies, to the best of its knowledge and belief, that:
(A) No Federal appropriated funds have been paid or will be paid, by or on behalf of us, to any person for influencing or attempting to influence an officer or employee of any agency, a Member of Congress, an officer or employee of Congress, or an employee of a Member of Congress in connection with the awarding of any Federal contract, the making of any Federal grant, the making of any Federal loan, the entering into of any cooperative agreement, and the extension, continuation, renewal, amendment, or modification of any Federal contract, grant, loan, or cooperative agreement; (B) If any funds other than Federal appropriated funds have been paid or will be paid to any person for influencing or attempting to influence an officer or employee of any agency, a Member of Congress, an officer or employee of Congress, or an employee of a Member of Congress in connection with this Federal contract, grant, loan, or cooperative agreement, it will complete and submit Standard Form-LLL. (C) This Agreement is a material representation of fact upon which reliance was placed when this transaction was made or entered into. Submission of this certification is a prerequisite for making or entering into this transaction imposed by 31 U.S.C. § 1352.
Any person who fails to file the required certification shall be subject to a civil penalty of not less than $10,000 and not more than $100,000 for each such failure.
8. ENTIRE AGREEMENT. Except as amended by this Amendment, the Agreement remains in full force and effect. This Amendment, together with the Agreement as modified by this Amendment: (a) constitutes the exclusive and complete agreement between the parties; and (b) supersedes all prior agreements and understandings between the parties with respect to the subject matter hereof.
9. CONFLICTS. In the event of any conflict between the Agreement or any other applicable terms, conditions, policies, limitations, and requirements on the Amazon.com website and this Amendment, precedence will be as follows: (a) this Amendment; (b) the Agreement; and (c) the Amazon Business Acceptable Use Policy, and any other applicable terms, conditions, policies, limitations, and requirements on the Amazon.com website.
10. COUNTERPARTS AND DELIVERY. This Amendment may be executed in two or more counterparts, each of which will be deemed an original and all of which taken together will be deemed to constitute one and the same document. The parties may sign and deliver this Amendment by electronic means.
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DocuSign Envelope ID: 8398518B-0C09-4C29-B9FB-FEE5625BFDED CC MISC 00427123 2020 TR Attachment B
Online Marketplace Scope of Work
Background:
This contract is in place in order for end users to receive access to the Contractors Online Marketplace. This contract utilizes a dynamic pricing structure in which the price for items is what is currently listed on the digital marketplace and is driven by the market. The State is seeking to provide users with access to and use of an online digital marketplace to purchase of goods and services that may be used routinely and needed quickly to address the everyday needs of public entities, schools, and universities.
Categories:
The contract includes four (4) awarded categories. This contract may only be used to purchase items that fall within the category/categories below. The items listed in each category are not restrictive or exhaustive but included to provide a general description of products and supplies that may be included. While all items described are available through an award contract, the State and Participating Public Agencies may choose to limit which categories their end users have access to:
1) Education-Based Accessories, Display, Products and Related Supplies a) Items related to products and supplies used in an education-based setting which may include but is not limited to: animal and pet supplies, art supplies, craft products, books, lesson plans and curriculum, school equipment, white boards, blackboards, teaching material, and other related products.
2) Information Technology-Peripheral Devices and Related Products a) Product-based supplies and solutions that involve information technology peripheral devices which may include but is not limited to: mouse, copiers, printers, cameras, video cameras, microphones, speakers, keyboard, multifunction printers, scanners, plotters, and other related items. Items in this category should not connect to a user’s network.
3) Maintenance, Repair and Operations Products (MRO)
a) Product-based items related to the maintenance, repair, and/or general operations that include but is not limited to: building materials, hardware, cabinets, motors, pumps, paints and coatings, plumbing equipment, power tools, windows, doors, cleaning products (to include green and dye-free), carpet care products and supplies, restroom care products and supplies, waste receptacles and liners, industrial tools and supplies (such as carts, dusters, brushes, spray bottles, squeegees, and gloves), rags, wipes, and related supplies.
4) Office-Based Accessories, Décor, Products, and Related Supplies a) Items that could be utilized in an office-like setting and used on a semi-regular basis which may include but is not limited to: binders, folders, filing materials,storage, 795
DocuSign Envelope ID: 8398518B-0C09-4C29-B9FB-FEE5625BFDED CC MISC 00427123 2020 TR calendars, paper (copy, printer, photo, and presentation), notebooks, labels, post-it notes, shipping materials, envelopes, staplers, staples, paper punches, paper clips, scissors, rubber bands, cash register and thermal rolls, ink, toner cartridges, pens, pencils, markers, framing, tabletop or floor lamps, mirrors, general signage, wall décor, display cases, area rugs, mats, and other office related products.
Contract Deliverables:
Contractor will provide the following deliverables for the contract:
Online Marketplace: Contractor will provide access and use to a digital marketplace for users of this contract to order goods and servicesthrough. Digital Analytics: Contractor will provide some form of data analytics. Ability to Restrict Categories: Contractor will provide the ability to restrict certain items (IT, furniture, etc.) as designated by participating end users as needed by each end users laws and applicable rules. Some of these features and tools are only available with BusinessPrime.
Dynamic Pricing:
The Amazon Business uses dynamic marketplace pricing. This contract will not need to be amended when prices fluctuate.
Cooperative Agreements:
Utilization of the Contract by OMNIA Partners’ participating agencies will be at the discretion of the individual participating agency. Any modifications agreed to by participating agency and Contractor may not expand upon the Scope of Work in the Master Agreement and are exclusively between the participating agency and the Contractor. 796
Online Marketplace
Online Marketplace with a dynamic price structure. Omnia.
Open 1/8/2020 1:00 PM MST Type Expertise/Solution Based Close 2/12/2020 2:00 PM MST Number MG20-81
Currency US Dollar
Sealed Until 2/12/2020 2:00 PM MST
Contacts
Michael Glenn
[email protected]
Phone +1 801-538-1287
Commodity Codes
Commodity Code Description
44120 Office supplies including folders and binders and mailing supplies and desk supplies and writing instruments, print services
21101
Dispersing and spraying appliances for agriculture including sprinklers, dusters, sprayers, composters, pollination equipment and supplies, frost protection equipment, fertilizer spreaders, irrigation systems
23150
Industrial process machinery and equipment and supplies including for rubber and plastics processing industry and pharmaceutical and optical industry and cement and ceramics and glass industry and packaging industry
23270 Welding and soldering and brazing machinery and accessories and supplies 30180 Plumbing fixtures including non-sanitary residential fixtures and faucets or taps and shower heads and jets and parts and accessories
39120 Electrical equipment and components and supplies including electrical plugs and circuit protection devices and transformers
40101 Air circulation and parts and accessories including blowers and chillers 40150 Industrial pumps and compressors and parts and accessories 42120 Veterinary services and equipment and supplies including veterinary clinical furniture and veterinary products
42140 Patient care and treatment products and supplies including medical documentation products and syringes and accessories and eyeglasses and contact lenses 42170
Emergency and field medical services products including emergency or rescue blankets and spine boards and splints and ambulance cots and defibrillators and accessories and first aid supplies and kits
42190
Medical supplies and medical facility products including hospital intercom systems and infant or child security transmitter and surgical compressed air tanks and medical instrument storage cabinets or chests and patient lifts 42280
Medical sterilization products including disinfecting or presterilization cleaning equipment and solutions and sterilization indicators and controls and wraps and packaging supplies
43200 Components for information technology or broadcasting or telecommunications including media storage devices
43210 Information technology hardware including computer hardware and accessories and printers and input data devices and electronic voting and vote-counting equipment 43221 Information technology telecommunications including call management systems or accessories including background music services
43230 Information technology software including computer software 44100 Office machines and supplies and accessories and maintenance including printers and copiers and digital duplicators
45110 Audio and visual presentation and composing equipment including projectors and supplies
08 January 2020 797
45120
Photographic or filming or video equipment including cameras and darkroom supplies and media storage and accessories and photography and aerial lidar and digital orthophotography
46150 Law enforcement equipment and supplies including crowd control equipment and security and control equipment and forensic equipment and supplies 46160
Public safety and control equipment and supplies and accessories including traffic control (driver feedback signs and traffic signals) and water safety and rescue equipment and accessories and snow and ice melter and snow removal equipment and road salt
46180 Personal safety and protection equipment and supplies including safety apparel 47130 Cleaning and janitorial supplies including cleaning rags and wipes 49240 Recreation and playground and swimming and spa equipment and supplies including maintenance and repairs
50190
Prepared and preserved foods including frozen food and packaged combination meals and plain pasta and noodles and infant foods and beverages and instant mixes and supplies
54110 Timepieces including watches and clocks and parts and accessories 55120 Signage and accessories including flags and flagpoles and parts and accessories and identification documents and tags and labels
56101 Office furniture including partitions and desks and filing cabinets and credenzas and conference tables
60100 Developmental and professional teaching aids and materials and accessories and supplies
60120
Arts and crafts equipment and accessories and supplies including canvases and films and boards and paint and mediums and picture framing and drawing tools and supplies and accessories and studio aids and printmaking supplies 60130 Musical instruments and parts and accessories including alternative sounds instruments and music and dance accessories and musical instrument sets 60140
Toys and games including play houses and trikes and wagons and playmats and unit blocks and costumes or accessories and dress up centers and pretend play kits or supplies
81110
Information technology services including cloud services and data services and rental or leasing services and online database subscription services and programming and hardware or software engineering and applications training services 08 January 2020 798
Description
Issuing Procurement Unit Division of Purchasing & General Services Conducting Procurement Unit Division of Purchasing & General Services Online Marketplace
SOLICITATION # MG20-81
This Request for Proposals (“RFP”), having been determined to be the appropriate procurement method to provide the best value to the Conducting Procurement Unit, is designed to provide interested Offerors with sufficient basic information to submit proposals. This Request for Proposals ("RFP”) is issued in accordance with the Utah Procurement Code and applicable administrative rules of the Utah Administrative Code. If any provision of this RFP conflicts with the Utah Procurement Code or Utah Administrative Code, then the Utah Procurement Code or Utah Administrative Code will take precedence.
Purpose of this Solicitation
The purpose of this RFP is for the State of Utah to enter into a contract with a vendor to provide a solution to the following problem that the Conducting Procurement Unit is experiencing:
The State is seeking to provide users with an online digital marketplace to provide transactional items that may be used routinely and needed quickly to address the everyday needs of public entities, schools, and universities.
This RFP and resulting contract award(s) is a solutions-based solicitation, meaning the State of Utah is seeking equipment, products, and/or services that meet the requirements of this RFP and that are commonly desired or are required by law or industry standards. The State is looking to have one or multiple online marketplaces that are able to provide a diverse range of transactional items that could be used in and for an office, school, and/or other settings. Offerors may submit for one, all, or a combination of the following categories: Education-Based Accessories, Display, Products, and Related Supplies; Information Technology Peripheral Devices and Related Products; Maintenance, Repair and Operation Products; and Office-Based Accessories, Décor, Products, and Related Supplies. When submitting for one or more categories, Offerors may subcontract items. Offerors may include related solutions that are complementary to the categories and items identified in this RFP.
Given the cooperative nature of this RFP, it is expected that offerors shall propose a wide array of equipment, products, and/or services at lower prices and with better value than what they would ordinarily offer to the public or to a single government entity.
Background of the Conducting Procurement Unit
Online Marketplace
The State of Utah has identified the need to have a digital marketplace in order to provide the State and its entities the best prices. In previous years, the State of Utah had a contract for office supplies that was based on an established discount from list price. In wanting to determine if the discount from list price offers the best value to the State of Utah, a digital marketplace for office and schools supplies was obtained which utilized a more dynamic pricing model.
The State of Utah is now seeking an Online Digital Marketplace Solution across specific categories that offers a more dynamic pricing structure to ensure the State and its entities are continually receiving the best value. Under a dynamic pricing model, the State of Utah anticipates that the market establishes the best value and the State will not need to amend the contract when the market goes up or down. Additionally, by extending this contract nationwide, the benefits of this contract are not limited to the State of Utah. Presently, many public and non-profit entities utilize online marketplaces. By offering Participating Public Agencies the ability to utilize the resultant contract(s), agencies can lower costs through reducing procurement expenses, improve their compliance and reporting, and potentially support a wider range of diverse suppliers.
National Contract
The State of Utah, as the Principal Procurement Agency, defined in Attachment G, has partnered with OMNIA Partners, Public Sector (“OMNIA Partners”) to make the resultant contract (also known as the “Master Agreement” in materials distributed by 08 January 2020 799
OMNIA Partners) from this solicitation available to other public agencies nationally, including state and local governmental entities, public and private primary, secondary and higher education entities, non-profit entities, and agencies for the public benefit (“Public Agencies”), through OMNIA Partners’ cooperative purchasing program. The State of Utah is acting as the contracting agency for any other Public Agency that elects to utilize the resulting Master Agreement. Use of the Master Agreement by any Public Agency is preceded by their registration with OMNIA Partners (a “Participating Public Agency”) and by using the Master Agreement, any such Participating Public Agency agrees that it is registered with OMNIA Partners, whether pursuant to the terms of a Master Intergovernmental Purchasing Cooperative Agreement, a form of which is attached hereto on Attachment G, or as otherwise agreed to. Attachment G contains additional information about OMNIA Partners and the cooperative purchasing program.
OMNIA Partners is the largest and most experienced purchasing organization for public and private sector procurement.
Through the economies of scale created by OMNIA Partners public sector subsidiaries and affiliates, National IPA and U.S.
Communities, our participants now have access to more competitively solicited and publicly awarded cooperative agreements.
The lead agency contracting process continues to be the foundation on which we are founded. OMNIA Partners is proud to offer more value and resources to state and local government, higher education, K-12 education and non-profits.
OMNIA Partners provides shared services and supply chain optimization to government, education and the private sector. With corporate, pricing and sales commitments from the Vendor, OMNIA Partners provides marketing and administrative support for the Vendor that directly promotes the Vendor’s products and services to Participating Public Agencies through multiple channels, each designed to promote specific products and services to Public Agencies on a national basis. Participating Public Agencies benefit from pricing based on aggregate spend and the convenience of a contract that has already been advertised and publicly competed. The Vendor benefits from a contract that generally allows Participating Public Agencies to directly purchase goods and services without the Vendor’s need to respond to additional competitive solicitations. As such, the Vendor must be able to accommodate a nationwide demand for services and to fulfill obligations as a nationwide Vendor and respond to the OMNIA Partners documents (Attachment G).
Expectations for Deliverables by the Conducting Procurement Unit Online digital marketplace providing at least one of the below categories. The items listed in each category are not restrictive or exhaustive but included to provide a general description of products and supplies that may be included. While all items described are available through an award contract, the State and Participating Public Agencies may choose to limit which categories their end users have access to.
Education-Based Accessories, Display, Products and Related Supplies Items related to products and supplies used in an education-based setting which may include but is not limited to: animal and pet supplies, art supplies, craft products, books, lesson plans and curriculum, school equipment, white boards, blackboards, teaching material, and other related products.
Information Technology-Peripheral Devices and Related Products Product-based supplies and solutions that involve information technology peripheral devices which may include but is not limited to: mouse, copiers, printers, cameras, video cameras, microphones, speakers, keyboard, multifunction printers, scanners, plotters, and other related items. Items in this category should not connect to a user’s network.
Maintenance, Repair and Operations Products
Product-based items related to the maintenance, repair, and/or general operations that include but is not limited to:
building materials, hardware, cabinets, motors, pumps, paints and coatings, plumbing equipment, power tools, windows, doors, cleaning products (to include green and dye-free), carpet care products and supplies, restroom care products and supplies, waste receptacles and liners, industrial tools and supplies (such as carts, dusters, brushes, spray bottles, squeegees, and gloves), rags, wipes, and related supplies.
Office-Based Accessories, Décor, Products, and Related Supplies 08 January 2020 800
Items that could be utilized in an office-like setting and used on a semi-regular basis which may include but is not limited to: binders, folders, filing materials, storage, calendars, paper (copy, printer, photo, and presentation), notebooks, labels, post-it notes, shipping materials, envelopes, staplers, staples, paper punches, paper clips, scissors, rubber bands, cash register and thermal rolls, ink, toner cartridges, pens, pencils, markers, framing, tabletop or floor lamps, mirrors, general signage, wall décor, display cases, area rugs, mats, and other office related products.
Project Goals for the Conducting Procurement Unit
In addition to specific qualifications and requirements listed later in this RFP, providers should offer an established, out-of-the-box business-to-consumer e-commerce marketplace platform that fits the following requirements:
• Is designed as a B2C (Business to Consumer) platform to connect one or more sellers to multiple buyers. • An established and demonstrated methodology for showing prices are generally below retail prices • Offers the ability to make payments through the platform or to a centralized accounts receivable function via credit card functionality
• Offers a wide variety of products in multiple commodity groups with the awarded categories • A focus on quick delivery with the majority of products being available to be delivered to users within 5 days • A central point of contact for customer service, delivery, or account issues And preferences for platforms include:
• out-of-the-box analytics/reporting dashboard and capabilities that are part of the platform. • customizable workflow and governance capabilities in the platform to allow:
◦ all administrators to restrict product or commodities depending on organizational internal policies and procedures.
◦ full revision history of changes made and who made the workflow • Other Capabilities
◦ Secure Login
◦ Online catalog of items
◦ Access to online order history
◦ Mobile-enabled site
◦ Payment methods – Purchase Order (“PO”) or credit card ◦ Standard reporting
◦ Freight selection
◦ Online sample request form
◦ Product images (high resolution) associated with each item Closing Date and Time
The closing date and time for this sourcing event is provided below in the Anticipated Schedule. If your time zone is different from that shown, your profile may be set to a different time zone. Please see the attachment titled "Changing Your Time Zone" in the Buyer Attachments section for directions on how to update your profile. It is your responsibility to make sure you submit your response by the date and time indicated above.
Contract Award
It is anticipated that this RFP will result in multiple contract awards. The methodology or formula that will be used to determine the number of contract awards is based on the Cost per Points Ratio (Cost Proposal/Technical Points Received=Cost Points Ratio). All vendors within 300% of the lowest Cost Point Ratio will be awarded a contract.
Future Procurements
08 January 2020 801
The State of Utah reserves the right and may reopen this solicitation, or create a new solicitation if it determines there may be more competition for the procurement item than when the original solicitation was posted.
Length of the Contract
The contract resulting from this RFP will be for FIVE (5) years or the time identified by the awarded vendors during the clarification phase. The Contractor shall have the right to enter local “service” agreements with Participating Public Agencies accessing the contract through OMNIA Partners, so long as the effective date of such agreement is prior to the expiration of the Contract. All local agreements may have a full potential term (any combination of initial and renewal periods) not to exceed five years. Although the scope reflects the needs and requirements of the State of Utah, OMNIA Partners Participating Public Agencies may have different requirements. Participants may elect to negotiate certain terms to conform to their purchasing and contracting requirements.
Anticipated Schedule
The following is the anticipated schedule for this procurement. The Division reserves the right to alter these dates. All deadlines are prevailing (Daylight or Standard) Mountain Time.
ACTIVITY DATE
RFP Issued 1/8/2020
Offeror Webinar Google Meeting (meet.google.com/axf-avqz-wmc) 1/22/2020 at 1:30 pm MST Deadline for Questions during the Question and Answer Period 1/29/2020 RFP Offeror Submittals Due Date 2/12/2020
Identification of Potential Awarded Offeror 2/19/2020
Signing of Contract 3/4/2020
Anticipated Authorization to Proceed 3/4/2020
It is the sole responsibility of the Offerors to examine, with appropriate care and diligence prior to submitting its response to the RFP, the RFP and all conditions which may in any way affect its response or performance under the Contract (if awarded). 08 January 2020 802
Required to View Event
Prerequisites Required to Enter Bid
1. Vendors must complete and upload Attachments B, C, and D.
2. Vendors must complete and upload Attachments D1, D2, D3, E and G (if the vendor wishes to participate with Omnia Partners).
3. All proposals in response to this RFP will be evaluated in a manner consistent with the Utah Procurement Code, Administrative Rules, policies and the evaluation criteria in this RFP. Offerors bear sole responsibility for the items included or not included within the proposal submitted by the Offeror. Each area of the evaluation criteria must be addressed in detail in the proposal.
4. Offerors may request that part of its proposal be protected by submitting a Claim of Business Confidentiality Form. See the Buyers Attachment section.
5. Offeror may take exception and/or propose additional language to the Standard Terms and Conditions that have been attached to this RFP.
6. The issuing procurement unit may not accept a proposal after the time for submission of a proposal has expired.
7. Additional information regarding this solicitation.
8. If an Offeror is awarded a contract from this RFP then it is required to provide a quarterly administrative fee and report per the requirements listed below; this said quarterly administrative fee and report is only related to Utah agencies that utilize this Contract. In addition to the quarterly administrative fee and report, the successful Offeror will also be required to sign Attachment G (Requirements for National Cooperative Contract to be Administered by OMNIA Partners, Public Sector), Exhibit B, OMNIA Partners Administration Agreement; the terms and conditions outlined in Attachment G related to Participating Public Agencies include those both within and outside of the State of Utah. Offerors should have any reviews required to sign the document prior to submitting a response as an Offeror’s response should include any proposed exceptions to the OMNIA Partners Administration Agreement.. 08 January 2020 803
Buyer Attachments
1. Terms and Conditions for Goods & Services (Cooperative Contracts)
2. Description of Solicitation Process
3. Attachment B - Key Personnel Form
4. Attachment C - Price Proposal Sheet
5. Attachment D - Project Capability Templates
6. Attachment E - Marketing/Education Plan
7. Attachment F - Weekly Risk Report Guide
8. Attachment F1 - WRR Template.xlsx
9. Attachment G - OMNIA Participation
1 0. Claim of Business Confidentiality Form
1 1. Changing your Time Zone
1 2. Examples of Attachment D
1 3. Draft Score Sheet
08 January 2020 804
Questions Required Questions
Group 1: Acceptance of Prerequisites
1.1 Is Offeror presently or has Offeror ever been debarred, suspended, proposed for debarment, or declared ineligible by any governmental department or agency, whether international, national, state, or local?
1.2 Offeror acknowledges that it must acquire and maintain all applicable federal, state, and local licenses before the contract is entered into. Licenses must be maintained throughout the entire contract period. Persons doing business as an Individual, Association, Partnership, Corporation, or otherwise shall be registered with the Utah State Division of Corporations and Commercial Code. NOTE: Forms and information on registration may be obtained by calling (801) 530-4849 or toll free at 877-526-3994, or by accessing:
www.commerce.utah.gov.
1.3 Offeror acknowledges that it has uploaded a document providing a point-by-point response to the following prerequisites: the mandatory minimum requirements prerequisite, the technical requirements prerequisite, and any other prerequisite that required a document to be uploaded.
1.4 In the event that an Offeror offers pricing discounts for educational entities that (1) are applicable to this solicitation and (2) result in lower pricing than what is generally offered to other governmental entities, please attach a separate cost proposal labeled “Educational Pricing” to your proposal. This cost proposal for Educational Pricing is to be submitted in addition to the original Cost Proposal Form and will only be available to authorized end users. The Educational Pricing will not be used to evaluate costs. Offeror acknowledges that it has read and understands this question.
1.5 Does Offeror have an outstanding tax lien in the State of Utah? If yes, Offeror must provide a statement regarding its debarment or suspension.
1.6 Is Offeror an employee of the State of Utah? If yes, then Offeror must submit an external employment form signed by Offeror's manager at the State of Utah.
1.7 If awarded a State Cooperative Contract Offeror understands that its resulting contract may be terminated for convenience, without cause, if there is no reported spend for any one fiscal year of its contract.
Group 2: Vendor Information
2.1 Please provide your firm's legal company name.
2.2 Please provide your federal tax identification number. (If the vendor is sole proprietor please do not provide your social security number.)
2.3 Please provide your firm's contact information for the resulting contract, including the name, phone number, and email address of your firm's authorized representative.
2.4 Please provide your ordering address and the remit to address. Please clearly identify each address.
2.5 Please provide your firm's State of Utah Sales Tax ID Number. If you do not have a State of Utah Sales Tax ID Number, please write "N/A".
2.6 Identify your firm's type of business.
2.7 Identify your company's Point of Contact for this solicitation, include the point of contact's phone number and email address.
2.8 Is Offeror (owners, principles, partners) a retiree currently receiving benefits through the Utah Retirement Systems (URS)?
Group 3: Vendor's Submission
3.1 I have either attended the pre-proposal meeting or viewed the webinar of the pre-proposal meeting.
3.2 Upload your completed response for Attachment B: Key Personnel Proposal Form.
3.3 Upload your response for Attachment D: Project Capability Submittal (LE, RA, VA) Checklist and Format.
3.4 Upload your completed Attachment E here.
3.5 If your firm is requesting parts of its proposal be protected please upload your Claim of Business Confidentiality Form here as well as your redacted proposal.
3.6 Any exceptions to the Terms and Conditions must be uploaded here in the format outlined in Prerequisites: Standard Terms and Conditions (Exceptions and Negotiations). Exceptions and/or additions submitted after the date and time for receipt of proposals will not be considered. If you have no exceptions, upload a document stating "None". 08 January 2020 805
3.7 Vendor understands and acknowledges that its response, including all uploaded documents, will not be considered received by the State of Utah unless the Vendor clicks submit.
Even if Vendor uploads all required documents and responds to all required questions its response will not be considered if it does not click submit.
Offeror acknowledges that after completing the solicitation it must click on the link in the left hand menu bar labeled “Review & Submit”, then check the box under the “Certification” heading to certify their bid. Then click the blue box labeled “Submit Response” in order to submit their bid.
Once the response has been submitted, Vendor will receive a confirmation that the response was successfully submitted. Vendors who fail to submit their response will not have their response reviewed and will be ineligible for further consideration under this solicitation.
3.8 Upload your response for Attachment G: Requirements for National Cooperative Contract to be Administered by OMNIA Partners, Public Sector. If you do not wish to participate in the nationwide portion of this contract, upload a word doc stating so.
Group 4: Award Categories
4.1 Do you want to be considered for the Education category and have you inputted cost data for all items in the Education market basket?
4.2 Do you want to be considered for the Information Technology (IT) category and have you inputted cost data for all items in the IT market basket?
4.3 Do you want to be considered for the Maintenance, Repair, and Operations (MRO) category and have you inputted cost data for all items in the MRO market basket?
4.4 Do you want to be considered for the Office category and have you inputted cost data for all items in the Office market basket?
08 January 2020 806
Product Line Items Product Line Items
1. Education Category Market Basket
# Item Name, Commodity Code, Description Allow
Alternates Qty. UOM Requested Delivery
P1 Cleaner, Board, Dry Erase, 8 OZ 1 EA - Each
Input the cost for one Cleaner, Board, Dry Erase, 8 OZ as of January 25th, 2020. If inputting an equivalent item, note the equivalent item and how it's equivalent in the notes.
P2 Tape 1 TP - Ten Pack
Input the cost for a pack of Tape, Eco, Magic, 3/4" x 900", 10 PK as of January 25th, 2020. If inputting an equivalent item, note the equivalent item and how it's equivalent in the notes.
P3 Crayon 1 BX - Box
Input the cost for a box of Crayon, 3-5/8", Cryaola, 24/Box as of January 25th, 2020. If inputting an equivalent item, note the equivalent item and how it's equivalent in the notes.
P4 Glue 1 EA - Each
Input the cost for one Glue School, Elmers, 4 OZ as of January 25th, 2020. If inputting an equivalent item, note the equivalent item and how it's equivalent in the notes.
P5 Eraser 1 EA - Each
Input the cost for one Eraser, Magnetic, Dry Erase as of January 25th, 2020. If inputting an equivalent item, note the equivalent item and how it's equivalent in the notes.
P6 Glue Stick 1 PK - Pack
Input the cost for a pack of Glue Stick, Classroom, 30/PK as of January 25th, 2020. If inputting an equivalent item, note the equivalent item and how it's equivalent in the notes.
P7 Calculator 1 EA - Each
Input the cost for one Calculator, Graphing, TI84 Plus as of January 25th, 2020. If inputting an equivalent item, note the equivalent item and how it's equivalent in the notes.
2. Information Technology Category Market Basket
# Item Name, Commodity Code, Description Allow
Alternates Qty. UOM Requested Delivery
P1 Wireless Mouse and Keyboard 1 EA - Each
Input the cost for one Logitech MX800 Wireless Keyboard & Mouse as of January 25th, 2020. If inputting an equivalent item, note the equivalent item and how it's equivalent in the notes.
P2 27 Inch Display 1 EA - Each
Input the cost for one HP 27ER 27 Inch Display as of January 25th, 2020. If inputting an equivalent item, note the equivalent item and how it's equivalent in the notes.
P3 Headset 1 EA - Each
Input the cost for one Headset, CLRCHT, CMFRT, USB,
LGTCH as of January 25th, 2020. If inputting an equivalent item, note the equivalent item and how it's equivalent in the notes.
P4 Presenter 1 EA - Each
Input the cost for one Presenter, Wireless, R400 as of January 25th, 2020. If inputting an equivalent item, note the equivalent item and how it's equivalent in the notes.
P5 Headset 1 EA - Each
Input the cost for one Headset, Ear Bud, BK as of January 25th, 2020. If inputting an equivalent item, note the equivalent item and how it's equivalent in the notes.
3. Maintenance, Repair, Operations Market Basket
# Item Name, Commodity Code, Description Allow
Alternates Qty. UOM Requested Delivery
P1 Battery 1 PK - Pack
Input the cost for a pack of Standard Battery, AA, Alkaline, 24/PK as of January 25th, 2020. If inputting an equivalent item, note the equivalent item and how it's equivalent in the notes.
P2 Caulk 1 EA - Each
Input the cost for one Adhesive Caulk, 5.5 OZ, White as of January 25th, 2020. If inputting an equivalent item, note the equivalent item and how it's equivalent in the notes.
P3 Electrical Tape 1 EA - Each
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P4 Safety Glasses 1 EA - Each
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P5 Disposable Gloves 1 PK - Pack
08 January 2020 807
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4. Office Category Market Basket
# Item Name, Commodity Code, Description Allow
Alternates Qty. UOM Requested Delivery
P1 Manila File Folder 1 BX - Box
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P2 Highlighter 1 PK - Pack
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P3 Copy Paper 1 RM - Ream
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P4 Binder Clip 1 BX - Box
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P5 Sticky Notes 1 PK - Pack
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Service Line Items Service Line Items
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08 January 2020 808
1 ATTACHMENT A: STATE OF UTAH STANDARD TERMS AND CONDITIONS FOR GOODS AND SERVICES
1. DEFINITIONS: The following terms shall have the meanings set forth below:
a) “Confidential Information” means information that is deemed as confidential under applicable state and federal laws, including personal information. The Eligible User reserves the right to identify, during and after this Contract, additional reasonable types of categories of information that must be kept confidential under federal and state laws. b) “Contract” means the Contract Signature Page(s), including all referenced attachments and documents incorporated by reference. The term “Contract” shall include any purchase orders that result from this Contract. c) “Contract Signature Page(s)” means the State of Utah cover page(s) that the Division and Contractor signed. d) “Contractor” means the individual or entity delivering the Procurement Item identified in this Contract. The term “Contractor” shall include Contractor’s agents, officers, employees, and partners. e) “Custom Deliverable” means the Work Product that Contractor is required to deliver to the Eligible User under this Contract.
f) “Division” means the Division of Purchasing and General Services. g) “Eligible User(s)” means those authorized to use State Cooperative Contracts and includes the State of Utah’s government departments, institutions, agencies, political subdivisions (e.g., colleges, school districts, counties, cities, etc.), and, as applicable, nonprofit organizations, agencies of the federal government, or any other entity authorized by the laws of the State of Utah to participate in State Cooperative Contracts. h) “End User Agreement” means any agreement that Eligible Users are required to sign in order to participate in this Contract, including an end user agreement, customer agreement, memorandum of understanding, statement of work, lease agreement, service level agreement, or any other named separate agreement. i) "Procurement Item" means a supply, a service, Custom Deliverable, construction, or technology that Contractor is required to deliver to the Eligible User under this Contract. j) “Response” means the Contractor’s bid, proposals, quote, or any other document used by the Contractor to respond to the Solicitation.
k) “Solicitation” means an invitation for bids, request for proposals, notice of a sole source procurement, request for statement of qualifications, request for information, or any document used to obtain bids, proposals, pricing, qualifications, or information for the purpose of entering into this Contract. l) “State of Utah” means the State of Utah, in its entirety, including its institutions, agencies, departments, divisions, authorities, instrumentalities, boards, commissions, elected or appointed officers, employees, agents, and authorized volunteers.
m) “Subcontractors” means a person under contract with a contractor or another subcontractor to provide services or labor for design or construction, including a trade contractor or specialty contractor. n) “Work Product” means every invention, modification, discovery, design, development, customization, configuration, improvement, process, software program, work of authorship, documentation, formula, datum, technique, know how, secret, or intellectual property right whatsoever or any interest therein (whether patentable or not patentable or registerable under copyright or similar statutes or subject to analogous protection) that is specifically made, conceived, discovered, or reduced to practice by Contractor or Contractor’s Subcontractors (either alone or with others) pursuant to this Contract. Work Product shall be considered a work made for hire under federal, state, and local laws; and all interest and title shall be transferred to and owned by the Eligible User. Notwithstanding anything in the immediately preceding sentence to the contrary, Work Product does not include any Eligible User intellectual property, Contractor’s intellectual property (that it owned or licensed prior to this Contract) or Third Party intellectual property.
2. GOVERNING LAW AND VENUE: This Contract shall be governed by the laws, rules, and regulations of the State of Utah.
Any action or proceeding arising from this Contract shall be brought in a court of competent jurisdiction in the State of Utah.
Venue shall be in Salt Lake City, in the Third Judicial District Court for Salt Lake County.
3. LAWS AND REGULATIONS: At all times during this Contract, Contractor and all Procurement Items delivered and/or performed under this Contract will comply with all applicable federal and state constitutions, laws, rules, codes, orders, and regulations, including applicable licensure and certification requirements. If this Contract is funded by federal funds, either in whole or in part, then any federal regulation related to the federal funding, including CFR Appendix II to Part 200, will supersede this Attachment A.
4. RECORDS ADMINISTRATION: Contractor shall maintain or supervise the maintenance of all records necessary to properly account for Contractor’s performance and the payments made by Eligible Users to Contractor under this Contract. These records shall be retained by Contractor for at least six (6) years after final payment, or until all audits initiated within the six (6) years have been completed, whichever is later. Contractor agrees to allow, at no additional cost, State of Utah auditors, federal auditors, Eligible Users or any firm identified by the Division, access to all such records. Contractor must refund to the Division any overcharges brought to Contractor’s attention by the Division or the Division’s auditor and Contractor is not permitted to offset identified overcharges by alleged undercharges to Eligible Users.
5. PERMITS: If necessary Contractor shall procure and pay for all permits, licenses, and approvals necessary for the execution of this Contract.
6. CERTIFY REGISTRATION AND USE OF EMPLOYMENT "STATUS VERIFICATION SYSTEM”: The Status Verification System, also referred to as “E-verify”, only applies to contracts issued through a Request for Proposal process, to sole sources that are included within a Request for Proposal, and when Contractor employs any personnel in Utah. a. Contractor certifies as to its own entity, under penalty of perjury, that Contractor has registered and is participating in the Status Verification System to verify the work eligibility status of Contractor’s new employees that are employed in the State of Utah in accordance with applicable immigration laws. 809
2 b. Contractor shall require that each of its Subcontractors certify by affidavit, as to their own entity, under penalty of perjury, that each Subcontractor has registered and is participating in the Status Verification System to verify the work eligibility status of Subcontractor’s new employees that are employed in the State of Utah in accordance with applicable immigration laws.
c. Contractor’s failure to comply with this section will be considered a material breach of this Contract.
7. CONFLICT OF INTEREST: Contractor represents that none of its officers or employees are officers or employees of the Division or the State of Utah, unless disclosure has been made to the Division.
8. INDEPENDENT CONTRACTOR: Contractor and Subcontractors, in the performance of this Contract, shall act in an independent capacity and not as officers or employees or agents of the Division or the State of Utah.
9. CONTRACTOR RESPONSIBILITY: Contractor is solely responsible for fulfilling the contract, with responsibility for all Procurement Items delivered and/or performed as stated in this Contract. Contractor shall be the sole point of contact regarding all contractual matters. Contractor must incorporate Contractor’s responsibilities under this Contract into every subcontract with its Subcontractors that will provide the Procurement Item(s) to the Eligible Users under this Contract.
Moreover, Contractor is responsible for its Subcontractors compliance under this Contract.
10. INDEMNITY: Contractor shall be fully liable for the actions of its agents, employees, officers, partners, and Subcontractors, and shall fully indemnify, defend, and save harmless the Division, the Eligible Users and the State of Utah from all claims, losses, suits, actions, damages, and costs of every name and description arising out of Contractor’s performance of this Contract to the extent caused by any intentional wrongful act or negligence of Contractor, its agents, employees, officers, partners, or Subcontractors, without limitation; provided, however, that the Contractor shall not indemnify for that portion of any claim, loss, or damage arising hereunder due to the sole fault of an Eligible User. The parties agree that if there are any limitations of the Contractor’s liability, including a limitation of liability clause for anyone for whom the Contractor is responsible, such limitations of liability will not apply to injuries to persons, including death, or to damages to property.
11. EMPLOYMENT PRACTICES: Contractor agrees to abide by the following federal and state employment laws, including: (i) Title VI and VII of the Civil Rights Act of 1964 (42 U.S.C. 2000e), which prohibits discrimination against any employee or applicant for employment or any applicant or recipient of services on the basis of race, religion, color, or national origin; (ii) Executive Order No. 11246, as amended, which prohibits discrimination on the basis of sex; (iii) 45 CFR 90, which prohibits discrimination on the basis of age; (iv) Section 504 of the Rehabilitation Act of 1973, or the Americans with Disabilities Act of 1990, which prohibits discrimination on the basis of disabilities; and (v) Utah's Executive Order 2019-1, dated February 5, 2019, which prohibits unlawful harassment in the workplace. Contractor further agrees to abide by any other laws, regulations, or orders that prohibit the discrimination of any kind by any of Contractor’s employees. Contractor agrees to abide by any other laws, regulations, or orders that prohibit the discrimination of any kind by any of Contractor’s employees.
12. AMENDMENTS: This Contract may only be amended by the mutual written agreement of the parties, provided that the amendment is within the Scope of Work of this Contract and is within the scope/purpose of the original solicitation for which this Contract was derived. The amendment will be attached and made part of this Contract. Automatic renewals will not apply to this Contract, even if listed elsewhere in this Contract.
13. DEBARMENT: Contractor certifies that it is not presently nor has ever been debarred, suspended, proposed for debarment, or declared ineligible by any governmental department or agency, whether international, national, state, or local. Contractor must notify the Division within thirty (30) days if debarred, suspended, proposed for debarment, declared ineligible, or voluntarily excluded from participation in any contract by any governmental entity during this Contract.
14. TERMINATION: This Contract may be terminated, with cause by either party, in advance of the specified expiration date, upon written notice given by the other party. The party in violation will be given ten (10) days after written notification to correct and cease the violations, after which this Contract may be terminated for cause immediately and subject to the remedies below. This Contract may also be terminated without cause (for convenience), in advance of the specified expiration date, by the Division, upon thirty (30) days written termination notice being given to the Contractor. The Division and the Contractor may terminate this Contract, in whole or in part, at any time, by mutual agreement in writing.
On termination of this Contract, all accounts and payments will be processed according to the financial arrangements set forth herein for approved and conforming Procurement Items ordered prior to date of termination. In no event shall the Eligible Users be liable to the Contractor for compensation for any Procurement Item neither requested nor accepted by an Eligible User. In no event shall the Division’s exercise of its right to terminate this Contract for convenience relieve the Contractor of any liability to the Eligible Users for any damages or claims arising under this Contract.
15. NONAPPROPRIATION OF FUNDS, REDUCTION OF FUNDS, OR CHANGES IN LAW: Upon thirty (30) days written notice delivered to the Contractor, a purchase order that results from this Contract may be terminated in whole or in part at the sole discretion of an Eligible User, if an Eligible User reasonably determines that: (i) a change in Federal or State legislation or applicable laws materially affects the ability of either party to perform under the terms of this Contract; or (ii) that a change in available funds affects an Eligible User’s ability to pay under this Contract. A change of available funds as used in this paragraph includes, but is not limited to a change in Federal or State funding, whether as a result of a legislative act or by order of the President or the Governor.
If a written notice is delivered under this section, an Eligible User will reimburse Contractor for the Procurement Item(s) properly ordered and/or properly performed until the effective date of said notice. An Eligible User will not be liable for any performance, commitments, penalties, or liquidated damages that accrue after the effective date of said written notice.
16. SALES TAX EXEMPTION: The Procurement Item(s) under this Contract will be paid for from an Eligible User’s funds and used in the exercise of an Eligible Users essential functions. Upon request, an Eligible User will provide Contractor with its sales tax exemption number. It is Contractor’s responsibility to request an Eligible User’s sales tax exemption number. It also 810
3 is Contractor’s sole responsibility to ascertain whether any tax deduction or benefits apply to any aspect of this Contract.
17. WARRANTY OF PROCUREMENT ITEM(S): Contractor warrants, represents and conveys full ownership and clear title, free of all liens and encumbrances, to the Procurement Item(s) delivered to an Eligible User under this Contract. Contractor warrants for a period of one (1) year that: (i) the Procurement Item(s) perform according to all specific claims that Contractor made in its Response; (ii) the Procurement Item(s) are suitable for the ordinary purposes for which such Procurement Item(s) are used; (iii) the Procurement Item(s) are suitable for any special purposes identified in the Contractor’s Response; (iv) the Procurement Item(s) are designed and manufactured in a commercially reasonable manner; (v) the Procurement Item(s) are manufactured and in all other respects create no harm to persons or property; and (vi) the Procurement Item(s) are free of defects. Unless otherwise specified, all Procurement Item(s) provided shall be new and unused of the latest model or design.
Remedies available to an Eligible User under this section include, but are not limited to, the following: Contractor will repair or replace Procurement Item(s) at no charge to the Eligible User within ten (10) days of any written notification informing Contractor of the Procurement Items not performing as required under this Contract. If the repaired and/or replaced Procurement Item(s) prove to be inadequate, or fail its essential purpose, Contractor will refund the full amount of any payments that have been made. Nothing in this warranty will be construed to limit any rights or remedies an Eligible User may otherwise have under this Contract.
18. CONTRACTOR’S INSURANCE RESPONSIBILITY. The Contractor shall maintain the following insurance coverage:
a. Workers’ compensation insurance during the term of this Contract for all its employees and any Subcontractor employees related to this Contract. Workers’ compensation insurance shall cover full liability under the workers’ compensation laws of the jurisdiction in which the work is performed at the statutory limits required by said jurisdiction.
b. Commercial general liability [CGL] insurance from an insurance company authorized to do business in the State of Utah. The limits of the CGL insurance policy will be no less than one million dollars ($1,000,000.00) per person per occurrence and three million dollars ($3,000,000.00) aggregate. c. Commercial automobile liability [CAL] insurance from an insurance company authorized to do business in the State of Utah. The CAL insurance policy must cover bodily injury and property damage liability and be applicable to all vehicles used in your performance of Services under this Agreement whether owned, non-owned, leased, or hired. The minimum liability limit must be $1 million per occurrence, combined single limit. The CAL insurance policy is required if Contractor will use a vehicle in the performance of this Contract. d. Other insurance policies required in the Solicitation.
Certificate of Insurance, showing up-to-date coverage, shall be on file with the State before the Contract may commence.
The State reserves the right to require higher or lower insurance limits where warranted. Failure to provide proof of insurance as required will be deemed a material breach of this Contract. Contractor’s failure to maintain this insurance requirement for the term of this Contract will be grounds for immediate termination of this Contract.
19. RESERVED.
20. PUBLIC INFORMATION: Contractor agrees that this Contract, related purchase orders, related pricing documents, and invoices will be public documents and may be available for public and private distribution in accordance with the State of Utah’s Government Records Access and Management Act (GRAMA). Contractor gives the Division, the Eligible Users, and the State of Utah express permission to make copies of this Contract, related sales orders, related pricing documents, and invoices in accordance with GRAMA. Except for sections identified in writing by Contractor and expressly approved by the Division, Contractor also agrees that the Contractor’s Response will be a public document, and copies may be given to the public as permitted under GRAMA. The Division, the Eligible Users, and the State of Utah are not obligated to inform Contractor of any GRAMA requests for disclosure of this Contract, related purchase orders, related pricing documents, or invoices.
21. DELIVERY: All deliveries under this Contract will be F.O.B. destination with all transportation and handling charges paid for by Contractor. Responsibility and liability for loss or damage will remain with Contractor until final inspection and acceptance when responsibility will pass to an Eligible User, except as to latent defects or fraud. Contractor shall strictly adhere to the delivery and completion schedules specified in this Contract.
22. ACCEPTANCE AND REJECTION: An Eligible User shall have thirty (30) days after delivery of the Procurement Item(s) to perform an inspection of the Procurement Item(s) to determine whether the Procurement Item(s) conform to the standards specified in the Solicitation and this Contract prior to acceptance of the Procurement Item(s) by the Eligible User.
If Contractor delivers nonconforming Procurement Item(s), an Eligible User may, at its option and at Contractor’s expense: (i) return the Procurement Item(s) for a full refund; (ii) require Contractor to promptly correct or replace the nonconforming Procurement Item(s); or (iii) obtain replacement Procurement Item(s) from another source, subject to Contractor being responsible for any cover costs. Contractor shall not redeliver corrected or rejected Procurement Item(s) without: first, disclosing the former rejection or requirement for correction; and second, obtaining written consent of the Eligible User to redeliver the corrected Procurement Item(s). Repair, replacement, and other correction and redelivery shall be subject to the terms of this Contract.
23. INVOICING: Contractor will submit invoices within thirty (30) days after the delivery date of the Procurement Item(s) to the Eligible User. The contract number shall be listed on all invoices, freight tickets, and correspondence relating to this Contract.
The prices paid by the Eligible User will be those prices listed in this Contract, unless Contractor offers a discount at the time 811
4 of the invoice. It is Contractor’s obligation to provide correct and accurate invoicing. The Eligible User has the right to adjust or return any invoice reflecting incorrect pricing.
24. PAYMENT: Payments are to be made within thirty (30) days after a correct invoice is received. All payments to Contractor will be remitted by mail, electronic funds transfer, or the State of Utah’s Purchasing Card (major credit card). If payment has not been made after sixty (60) days from the date a correct invoice is received by an Eligible User, then interest may be added by Contractor as prescribed in the Utah Prompt Payment Act. The acceptance by Contractor of final payment, without a written protest filed with the Eligible User within ten (10) business days of receipt of final payment, shall release the Eligible User from all claims and all liability to the Contractor. An Eligible User’s payment for the Procurement Item(s) and/or Services shall not be deemed an acceptance of the Procurement Item(s) and is without prejudice to any and all claims that the Eligible User may have against Contractor. Contractor shall not charge Eligible Users electronic payment fees of any kind.
25. INDEMNIFICATION RELATING TO INTELLECTUAL PROPERTY: Contractor will indemnify and hold the Division, the Eligible Users, and the State of Utah harmless from and against any and all damages, expenses (including reasonable attorneys' fees), claims, judgments, liabilities, and costs in any action or claim brought against the Division, the Eligible User, or the State of Utah for infringement of a third party’s copyright, trademark, trade secret, or other proprietary right. The parties agree that if there are any limitations of Contractor’s liability, such limitations of liability will not apply to this section.
26. OWNERSHIP IN INTELLECTUAL PROPERTY: The Division, the Eligible User, and Contractor each recognizes that each has no right, title, or interest, proprietary or otherwise, in the intellectual property owned or licensed by the other, unless otherwise agreed upon by the parties in writing. All Procurement Item(s), documents, records, programs, data, articles, memoranda, and other materials not developed or licensed by Contractor prior to the execution of this Contract, but specifically manufactured under this Contract shall be considered work made for hire, and Contractor shall transfer any ownership claim to the Eligible User.
27. OWNERSHIP IN CUSTOM DELIVERABLES: In the event that Contractor provides Custom Deliverables to the Eligible User, pursuant to this Contract, Contractor grants the ownership in Custom Deliverables, which have been developed and delivered by Contractor exclusively for the Eligible User and are specifically within the framework of fulfilling Contractor’s contractual obligations under this contract. Custom Deliverables shall be deemed work made for hire, such that all intellectual property rights, title and interest in the Custom Deliverables shall pass to the Eligible User, to the extent that the Custom Deliverables are not recognized as work made for hire, Contractor hereby assigns to the Eligible User any and all copyrights in and to the Custom Deliverables, subject to the following:
1. Contractor has received payment for the Custom Deliverables,
2. Each party will retain all rights to patents, utility models, mask works, copyrights, trademarks, trade secrets, and any other form of protection afforded by law to inventions, models, designs, technical information, and applications (“Intellectual Property Rights”) that it owned or controlled prior to the effective date of this contract or that it develops or acquires from activities independent of the services performed under this contract (“Background IP”), and
3. Contractor will retain all right, title, and interest in and to all Intellectual Property Rights in or related to the services, or tangible components thereof, including but not limited to (a) all know-how, intellectual property, methodologies, processes, technologies, algorithms, software, or development tools used in performing the Services (collectively, the “Utilities”), and (b) such ideas, concepts, know-how, processes and reusable reports, designs, charts, plans, specifications, documentation, forms, templates, or output which are supplied or otherwise used by or on behalf of Contractor in the course of performing the Services or creating the Custom Deliverables, other than portions that specifically incorporate proprietary or Confidential Information or Custom Deliverables of the Eligible User (collectively, the “Residual IP”), even if embedded in the Custom Deliverables.
4. Custom Deliverables, not including Contractor’s Intellectual Property Rights, Background IP, and Residual IP, may not be marketed or distributed without written approval by the Eligible User.
Contractor agrees to grant to the Eligible User a perpetual, irrevocable, royalty-free license to use Contractor’s Background IP, Utilities, and Residual IP, as defined above, solely for the Eligible User and the State of Utah to use the Custom Deliverables. The Eligible User reserves a royalty-free, nonexclusive, and irrevocable license to reproduce, publish, or otherwise use and to authorize others to use, for the Eligible User’s and the State of Utah’s internal purposes, such Custom Deliverables. For the Goods delivered that consist of Contractor’s scripts and code and are not considered Custom Deliverables or Work Product, for any reason whatsoever, Contractor grants the Eligible User a non-exclusive, nontransferable, irrevocable, perpetual right to use, copy, and create derivative works from such, without the right to sublicense, for the Eligible User’s and the State of Utah’s internal business operation under this Contract. The Eligible User and the State of Utah may not participate in the transfer or sale of, create derivative works from, or in any way exploit Contractor’s Intellectual Property Rights, in whole or in part.
28. ASSIGNMENT: Contractor may not assign, sell, transfer, subcontract or sublet rights, or delegate any right or obligation under this Contract, in whole or in part, without the prior written approval of the Division.
29. REMEDIES: Any of the following events will constitute cause for an Eligible User to declare Contractor in default of this Contract: (i) Contractor’s non-performance of its contractual requirements and obligations under this Contract; or (ii) Contractor’s material breach of any term or condition of this Contract. An Eligible User may issue a written notice of default providing a ten (10) day period in which Contractor will have an opportunity to cure. Time allowed for cure will not diminish or eliminate Contractor's liability for damages. If the default remains after Contractor has been provided the opportunity to cure, an Eligible User may do one or more of the following: (i) exercise any remedy provided by law or equity; (ii) terminate this Contract; (iii) impose liquidated damages, if liquidated damages are listed in this Contract; (iv) debar/suspend Contractor from receiving future contracts from the Division; or (v) demand a full refund of any payment that the Eligible User has made to Contractor under this Contract for Procurement Item(s) that do not conform to this Contract. 812
5 30. FORCE MAJEURE: Neither an Eligible User nor Contractor will be held responsible for delay or default caused by fire, riot, act of God, and/or war which is beyond that party's reasonable control. An Eligible User may terminate a purchase order resulting from this Contract after determining such delay will prevent Contractor’s successful performance of this Contract.
31. CONFIDENTIALITY: If Confidential Information is disclosed to Contractor, Contractor shall: (i) advise its agents, officers, employees, partners, and Subcontractors of the obligations set forth in this Contract; (ii) keep all Confidential Information strictly confidential; and (iii) not disclose any Confidential Information received by it to any third parties. Contractor will promptly notify an Eligible User of any potential or actual misuse or misappropriation of Confidential Information.
Contractor shall be responsible for any breach of this duty of confidentiality, including any required remedies and/or notifications under applicable law. Contractor shall indemnify, hold harmless, and defend the Eligible User, including anyone for whom the Eligible User is liable, from claims related to a breach of this duty of confidentiality, including any notification requirements, by Contractor or anyone for whom the Contractor is liable.
Upon termination or expiration of this Contract, Contractor will return all copies of Confidential Information to the Eligible User or certify, in writing, that the Confidential Information has been destroyed. This duty of confidentiality shall be ongoing and survive the termination or expiration of this Contract.
32. LARGE VOLUME DISCOUNT PRICING: Eligible Users may seek to obtain additional volume discount pricing for large orders provided Contractor is willing to offer additional discounts for large volume orders. No amendment to this Contract is necessary for Contractor to offer discount pricing to an Eligible User for large volume purchases.
33. ELIGIBLE USER PARTICIPATION: Participation under this Contract by Eligible Users is voluntarily determined by each Eligible User. Contractor agrees to supply each Eligible User with Procurement Items based upon the same terms, conditions, and prices of this Contract.
34. INDIVIDUAL CUSTOMERS: Each Eligible User that purchases Procurement Items from this Contract will be treated as individual customers. Each Eligible User will be responsible to follow the terms and conditions of this Contract. Contractor agrees that each Eligible User will be responsible for their own charges, fees, and liabilities. Contractor shall apply the charges to each Eligible User individually. The Division is not responsible for any unpaid invoice.
35. REPORTS AND FEES:
a. Administrative Fee: Contractor agrees to provide a quarterly administrative fee to the State in the form of a check,EFT or online payment through the Division’s Automated Vendor Usage Management System. Checks will be payable to the “State of Utah Division of Purchasing” and will be sent to State of Utah, Division of Purchasing, 3150 State Office Building, Capitol Hill, PO Box 141061, Salt Lake City, UT 84114. The Administrative Fee will be the amount listed in the Solicitation and will apply to all purchases (net of any returns, credits, or adjustments) made under this Contract. b. Quarterly Reports: Contractor agrees to provide a quarterly utilization report, reflecting net sales to the State during the associated fee period. The report will show the dollar volume of purchases by each Eligible User. The quarterly report will be provided in secure electronic format through the Division’s Automated Vendor Usage Management System found at: https://statecontracts.utah.gov/Vendor..
c. Report Schedule: Quarterly utilization reports shall be made in accordance with the following schedule:
Period End Reports Due
March 31 April 30
June 30 July 31
September 30 October 31
December 31 January 31
d. Fee Payment: After the Division receives the quarterly utilization report, it will send Contractor an invoice for the total quarterly administrative fee owed to the Division. Contractor shall pay the quarterly administrative fee within thirty (30) days from receipt of invoice.
e. Timely Reports and Fees: If the quarterly administrative fee is not paid by thirty (30) days of receipt of invoice or quarterly utilization reports are not received by the report due date, then Contractor will be in material breach of this Contract.
36. ORDERING: Orders will be placed by the using Eligible User directly with Contractor. All orders will be shipped promptly in accordance with the terms of this Contract.
37. END USER AGREEMENTS: If Eligible Users are required by Contractor to sign an End User Agreement before participating in this Contract, then a copy of the End User Agreement must be attached to this Contract as an attachment.
The term of the End User Agreement shall not exceed the term of this Contract, and the End User Agreement will automatically terminate upon the completion of termination of this Contract. An End User Agreement must reference this Contract, and may not be amended or changed unless approved in writing by the Division. Eligible Users will not be responsible or obligated for any early termination fees if the End User Agreement terminates as a result of completion or termination of this Contract.
38. PUBLICITY: Contractor shall submit to the Division for written approval all advertising and publicity matters relating to this Contract. It is within the Division’s sole discretion whether to provide approval, which approval must be in writing.
39. WORK ON STATE OF UTAH OR ELIGIBLE USER PREMISES: Contractor shall ensure that personnel working on the premises of an Eligible User shall: (i) abide by all of the rules, regulations, and policies of the premises; (ii) remain in authorized 813
6 areas; (iii) follow all instructions; and (iv) be subject to a background check, prior to entering the premises. The Eligible User may remove any individual for a violation hereunder.
40. CONTRACT INFORMATION: During the duration of this Contract the State of Utah Division of Purchasing is required to make available contact information of Contractor to the State of Utah Department of Workforce Services. The State of Utah Department of Workforce Services may contact Contractor during the duration of this Contract to inquire about Contractor’s job vacancies within the State of Utah.
41. WAIVER: A waiver of any right, power, or privilege shall not be construed as a waiver of any subsequent right, power, or privilege.
42. SUSPENSION OF WORK: Should circumstances arise which would cause an Eligible User to suspend Contractor’s responsibilities under this Contract, but not terminate this Contract, this will be done by formal written notice pursuant to the terms of this Contract. Contractor’s responsibilities may be reinstated upon advance formal written notice from the Eligible User.
43. PROCUREMENT ETHICS: Contractor understands that a person who is interested in any way in the sale of any supplies, services, construction, or insurance to the State of Utah is violating the law if the person gives or offers to give any compensation, gratuity, contribution, loan, reward, or any promise thereof to any person acting as a procurement officer on behalf of the State of Utah, or to any person in any official capacity who participates in the procurement of such supplies, services, construction, or insurance, whether it is given for their own use or for the use or benefit of any other person or organization.
44. CHANGES IN SCOPE: Any changes in the scope of the services to be performed under this Contract shall be in the form of a written amendment to this Contract, mutually agreed to and signed by both parties, specifying any such changes, fee adjustments, any adjustment in time of performance, or any other significant factors arising from the changes in the scope of services.
45. ATTORNEY’S FEES: In the event of any judicial action to enforce rights under this Contract, the prevailing party shall be entitled its costs and expenses, including reasonable attorney’s fees incurred in connection with such action.
46. TRAVEL COSTS: If travel expenses are permitted by the Solicitation All travel costs associated with the delivery of Services under this Contract will be paid according to the rules and per diem rates found in the Utah Administrative Code R25-7.
Invoices containing travel costs outside of these rates will be returned to the vendor for correction.
47. PERFORMANCE EVALUATION: The Division may conduct a performance evaluation of Contractor, including Contractor’s Subcontractors. Results of any evaluation may be made available to Contractor upon request.
48. STANDARD OF CARE: The services performed by Contractor and its Subcontractors shall be performed in accordance with the standard of care exercised by licensed members of their respective professions having substantial experience providing similar services which similarities include the type, magnitude, and complexity of the services that are the subject of this Contract. Contractor shall be liable to the Eligible User for claims, liabilities, additional burdens, penalties, damages, or third party claims (e.g., another Contractor’s claim against the State of Utah), to the extent caused by wrongful acts, errors, or omissions that do not meet this standard of care.
49. REVIEWS: The Division reserves the right to perform plan checks, plan reviews, other reviews, and/or comment upon the services of Contractor. Such reviews do not waive the requirement of Contractor to meet all of the terms and conditions of this Contract.
50. DISPUTE RESOLUTION: Prior to either party filing a judicial proceeding, the parties agree to participate in the mediation of any dispute. The Division or an Eligible User, after consultation with Contractor, may appoint an expert or panel of experts to assist in the resolution of a dispute. If the Division or an Eligible User appoints such an expert or panel, the Division or the Eligible User and Contractor agree to cooperate in good faith in providing information and documents to the expert or panel in an effort to resolve the dispute.
51. ORDER OF PRECEDENCE: In the event of any conflict in the terms and conditions in this Contract, the order of precedence shall be: (i) this Attachment A; (ii) Contract Signature Page(s); (iii) the State of Utah’s additional terms and conditions, if any; (iv) any other attachment listed on the Contract Signature Page(s); and (v) Contractor’s terms and conditions that are attached to this Contract, if any. Any provision attempting to limit the liability of Contractor or limit the rights of an Eligible User, the Division, or the State of Utah must be in writing and attached to this Contract or it is rendered null and void.
52. SURVIVAL OF TERMS: Termination or expiration of this Contract shall not extinguish or prejudice Eligible Users’ right to enforce this Contract with respect to any default of this Contract or defect in the Procurement Item(s) that has not been cured, or of any of the following clauses, including: Governing Law and Venue, Laws and Regulations, Records Administration, Remedies, Dispute Resolution, Indemnity, Newly Manufactured, Indemnification Relating to Intellectual Property, Warranty of Procurement Item(s), Insurance.
53. SEVERABILITY: The invalidity or unenforceability of any provision, term, or condition of this Contract shall not affect the validity or enforceability of any other provision, term, or condition of this Contract, which shall remain in full force and effect.
54. ERRORS AND OMISSIONS: Contractor shall not take advantage of any errors and/or omissions in this Contract. The Contractor must promptly notify the Division of any errors and/or omissions that are discovered.
55. ENTIRE AGREEMENT: This Contract constitutes the entire agreement between the parties and supersedes any and all other prior and contemporaneous agreements and understandings between the parties, whether oral or written. (Revision Date: 12 December 2019)
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DESCRIPTION OF SUBMITTAL PROCESS AND EVALUATION PROCESS Submittal Process
To ensure that a proposal is complete and addresses all key RFP issues, proposals must adhere to the following format.
Proposals shall be organized into the following sections, in the order listed, and inclusive of all requested information:
a) Key Personnel – Using Attachment B, complete the Key Personnel Proposal Form.
The Offerors shall provide the name of the Primary Project Lead (the personnel must be the person who will be interviewed if shortlisted) that the Offerors propose to provide services pursuant to a resultant contract.
b) Price Proposal Form – Using Attachment C, complete the Price Proposal Form. The price proposal form must provide the cost proposal as outlined in the RFP. The total price does NOT include value add-ons.
c) Project Capability (PC) Submittal - The Project Capability Submittal has three components; Level of Expertise Plan (LE), Risk Assessment Plan (RA), and ValueAdded Plan (VA). See Attachments D, D1, D2 and D3. i. Purpose of PC Submittal
(i) Assist Division in prioritizing Offerors submittals based on their expertise and ability to understand and deliver the deliverables for the project. (ii) Provide high performing Offerors the opportunity to differentiate themselves from their competitors due to their experience and expertise by using verifiable performance metrics and previous performance results.
ii. PC Submittal Format Requirements
(i) PC submittal must NOT contain any names that can be used to identify who the Offerors are (such as firm names, personnel names, Project names, or product names).
(ii) A PC proposal template is included in this RFP. This document must be used by all Offerors. Offerors are NOT allowed to re-create, re-format, or modify the template in any manner. Offerors must type their responses on the Word template provided.
(iii) Failure to comply with any of the PC format requirements may result in disqualification.
(iv) The PC submittal shall not contain any marketing information. The submittal should be used to prove to the State that the Offeror has expertise for the specific project being proposed on.
iii. Overview of the Level of Expertise Plan - The Level of Expertise Plan is to allow Offerors to differentiate themselves based on their technical capability and understanding of the State’s specific needs. Offerors should identify high 815
performance claims based on their expertise and experience supported by verifiable performance metrics that show the capability to this specific project environment and requirement. All cost associated with technical capabilities listed in the LE plan must be included in the price proposal form. (See Attachments C and D1).
iv. Overview of the Risk Assessment Plan - Offerors should list and prioritize major risk items that are caused by other stakeholders on this project that could cause the Offeror’s “vision” or “plan” to deviate or not meet the expectations of the client (i.e., risks that the Offeror does not control). This includes sources, causes or actions that are beyond the scope of the contract that may cause cost increases, delays, change orders, or dissatisfaction to the State. Do not include in this submittal any risks caused by a lack of the Offeror’s technical competency. The risks should be described in simple and clear terms so that non-technical personnel can understand the risk. Offerors must also explain how they will mitigate, manage, and/or minimize the risk. The supporting performance information can include how many times the risk was previously mitigated, and the impact on the performance on the project in terms of customer satisfaction (see Attachment D2).
v. Overview of the Value-Added Section - The purpose of the Value-Added Plan is to provide Offerors with an opportunity to identify any value-added options or ideas that may benefit the State. These options or ideas may also be referred to as additional or optional services. Where applicable, the Offeror should identify:
1) what the State may have excluded or omitted from its scope; and 2) how these options or ideas have been successful through verifiable performance information of previous projects. The Offeror should list the cost and time impact of its options or ideas. The ideas identified in the Value-Added Plan must NOT be included in the Offeror’s Price Proposal Form. (See Attachment C and D3). d) Interviews - The Offerors will be required to participate in a 30-minute interview.
The State selection committee will interview only the Offeror’s project lead.
Interviews may be held either in person or via an electronic method (by telephone, Google Hangouts, etc.)
e) Clarification Phase - The potential best-value Offerors will be required to perform the Clarification Phase functions outlined in Attachment E. The intent of this period is to allow the Offerors an opportunity to clarify their proposal, address any issues or risks, allow The State to add any concerns, and to prepare a Clarification Phase document. If the State cannot come to an agreement with the potential best-value Offeror then the State may move onto the next best-value Offeror.
Award
After the evaluation and final scoring of proposals is completed, the State shall award the contract as soon as practicable (subject to the requirements of Utah Code Section 63G-6a-708) to 816
the eligible responsive and responsible Offeror, subject to Utah Code Section 63G-6a-709(2), provided the RFP is not canceled in accordance with Utah Code Section 63G-6a-709(2)(b).
The State will notify each Offeror of the State’s selection in writing. a. The State reserves the right to reject any or all proposals and to award to more than one Offeror and to other than the lowest-priced Offeror. The decision of the RFP award(s) by the State is final.
b. The State at its sole discretion may decide to take no procurement action as a result of the RFP and/or may re-issue all or portions of the RFP. c. The State reserves the right to accept or reject without consideration proposals that do not address the full requirements of the RFP or that do not reach the designated address and contact before the proposal due date and time identified.
The final award(s) is dependent upon the Offeror’s Scope of Work (SOW) being acceptable to the State. Proposal responses and contents provided by the Offeror will be considered contractual obligations. Any existing agreements with the selected Offeror are construed as representative of minimum terms and conditions between the State and the Offeror. Any new or unique requirements as a result of the RFP response can be added or amended, at the State’s sole option, to the existing agreements. It should be understood that obligations of confidentiality will be an important condition of any resulting contractual arrangement. The selected Offeror and all employees performing duties on this project will be required to keep all aspects of this project in confidence.
The awarded Offeror’s performance will be tracked through the Weekly Risk Report System (See Attachment F).
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ATTACHMENT B – KEY PERSONNEL PROPOSAL FORM
Project Lead: Click or tap here to enter text.
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ATTACHMENT C – PRICE PROPOSAL FORM
The total cost for your proposed project* is $Click or tap here to enter text. *Do not include costs associated with Attachment D(2) – Risk Assessment Plan or Attachment D(3) Value Added Plan.
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ATTACHMENT D – PROJECT CAPABILITY SUBMITTAL CHECKLIST AND FORMAT The Offeror must complete and submit this checklist along with the Project Capability (PC) Submittal. This PC Submittal Checklist is not counted in the 6-page PC Submittal limit.
Failing to answer or answering “No” to any of the questions below may result in disqualification. Offerors may delete the example on attachments D1, D2, and D3 in order to meet the 2 page maximum requirement.
The templates in attachments D1, D2, and D3 MUST be used. Do NOT include any identifying information in the attachment D1, D2, and D3. Information listed under the “Documented Performance” line in attachment D1, D2, and D3 may describe where the Offeror has used the approach or solution previously, and what the results were in terms of verifiable metrics. Offerors may delete the example and this paragraph when completing this document.
Example of response to Attachment D1, D2, and D3 can be found in the Examples Template found in the Buyer Attachment Section of this solicitation.
1. Is your PC Submittal (attachments D1, D2, & D3) a total of 6 pages or less (2 pages maximum per document)?
☐ Yes ☐ No
2. Do you understand that your PC Submittal will NOT contain your firm’s name, specific names of past projects, or information that may be used to identify who your firm is, including employees’ names?
☐ Yes ☐ No
3. Do you understand that you have to use the PC Submittal templates provided in this RFP and that you are NOT allowed to re-create the PC Submittal Templates (cannot alter font size, add colors, add pictures, etc.) or handwrite your responses? ☐ Yes ☐ No
4. Do you understand that your Proposal may be disqualified if you fail to meet any of the above requirements?
☐ Yes ☐ No
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ATTACHMENT D (1) – LEVEL OF EXPERTISE (LE) Demonstration The Level of Expertise Demonstration should demonstrate the Offeror’s capability to meet the project’s requirements through examples of Offeror’s past performance. The expertise demonstration examples should be prioritized (list the most important examples first) and should demonstrate Offeror’s success on similar projects. The Offeror may add or delete Risk table templates, but do not exceed the 2-page limit for this section.
Level of Expertise #1 Example: Click or tap here to enter text.
Documented Performance: Click or tap here to enter text.
Level of Expertise #2 Example: Click or tap here to enter text.
Documented Performance: Click or tap here to enter text.
Level of Expertise #3 Example: Click or tap here to enter text.
Documented Performance: Click or tap here to enter text.
Level of Expertise #4 Example: Click or tap here to enter text.
Documented Performance: Click or tap here to enter text.
Level of Expertise #5 Example: Click or tap here to enter text.
Documented Performance: Click or tap here to enter text. 821
ATTACHMENT D (2) – RISK ASSESSMENT (RA) PLAN
The Risk Assessment Plan should address the possible risks that the Offeror does NOT control when taking on this project. The descriptions should demonstrate the risks Offeror has encountered in similar projects, the solution to that risk, and the Offeror’s documented performance with its solution including effects on the overall budget and timelines of the project.
The risks should be prioritized (list the greatest risks first). The Offeror may add or delete Risk table templates, but do not exceed the 2-page limit for this section.
Risk #1 Description: Click or tap here to enter text.
Solution: Click or tap here to enter text.
Documented Performance with Solution to Risk #1: Click or tap here to enter text.
Risk #2 Description: Click or tap here to enter text.
Solution: Click or tap here to enter text.
Documented Performance with Solution to Risk #2: Click or tap here to enter text.
Risk #3 Description: Click or tap here to enter text.
Solution: Click or tap here to enter text.
Documented Performance with Solution to Risk #3: Click or tap here to enter text.
Risk #4 Description: Click or tap here to enter text.
Solution: Click or tap here to enter text.
Documented Performance with Solution to Risk #4: Click or tap here to enter text.
Risk #5 Description: Click or tap here to enter text.
Solution: Click or tap here to enter text.
Documented Performance with Solution to Risk #5: Click or tap here to enter text. 822
ATTACHMENT D (3) – VALUE ADDED (VA) ITEMS
The Value-Added Items should identify any value-added options or ideas that may benefit the project. The value-added items should be prioritized (identify the most important claims first) and should provide examples of value added options that Offeror has implemented in other similar projects and the documented performance of each value-added item. The Offeror may add or delete Value Added Claim table templates, but do not exceed the 2-page limit for this section.
Value Added Item #1: Click or tap here to enter text.
How will this add value? Click or tap here to enter text.
Documented Performance: Click or tap here to enter text.
Cost Impact (%): Click to enter text. Schedule Impact (%): Click to enter text.
Value Added Item #2: Click or tap here to enter text.
How will this add value? Click or tap here to enter text.
Documented Performance: Click or tap here to enter text.
Cost Impact (%): Click to enter text. Schedule Impact (%): Click to enter text.
Value Added Item #3: Click or tap here to enter text.
How will this add value? Click or tap here to enter text.
Documented Performance: Click or tap here to enter text.
Cost Impact (%): Click to enter text. Schedule Impact (%): Click to enter text.
Value Added Item #4: Click or tap here to enter text.
How will this add value? Click or tap here to enter text.
Documented Performance: Click or tap here to enter text.
Cost Impact (%): Click to enter text. Schedule Impact (%): Click to enter text.
Value Added Item #5: Click or tap here to enter text.
How will this add value? Click or tap here to enter text.
Documented Performance: Click or tap here to enter text.
Cost Impact (%): Click to enter text. Schedule Impact (%): Click to enter text. 823
ATTACHMENT F – WEEKLY RISK REPORTING SYSTEM GUIDE
Overview
The Weekly Risk Reporting System (WRRS) is a companion to the Quality Control Plan that is created by the best value Offeror during the Clarification Phase. The report serves as a tool for The State in analyzing the performance of the Project based on risk. The WRRS does not substitute or eliminate weekly progress reports or any other traditional reporting systems (that the Offeror may do).
The purpose of the WRRS is to allow the Offeror to document and manage all risks that occur throughout a project. Risk is defined as anything that might impact the project scope and schedule. This includes risks that are caused by the Offeror (or entities subcontracted by the Offeror), and risks that are caused by The State (scope changes, unforeseen conditions, etc.).
The State’s Project Manager may also require the Offeror to document risks that may impact The State satisfaction.
Submission
The weekly report is an Excel file that must be submitted every week. The report is due every week once the Contract Award is issued, until the Project is 100% complete (and final payment is made). The Excel spreadsheet will be available from The State upon request.
The completed report must be saved using the date and name of the Project given by The State (Format: YYMMDD_Project Name; For example, ‘HCM Project’ for the week ending Friday, Oct 7, 2018, should be labeled ’181007_HCM Project’). Weekly Reports are to be emailed by Monday.
The weekly risk report consists of reporting the project performance metrics, scope changes or unforeseen events that are risks to the project in terms of scope and deviations, or The State satisfaction including any risks that could potentially develop into an issue. When a new risk is identified, it is added to the risk log, along with the following: Identification date (date the risk was identified), likelihood, impact, response plan for high risks which would include resolution due date.
When a risk has become an issue, it is added to a project deviations log, along with the following: Identification date (date the issue was identified), plan to resolve issue, resolution due date, impact to critical path or schedule (in days), and impact to final price (in dollars).
As risks or issues arise that warrant attention, the Offeror should not wait to submit the risk report. The Offeror must contact The State if there are any risks or potential risks identified that are or could be rated at a high level. The Offeror is also required to provide a satisfaction rating based on the identified risk or issue and their plan to mitigate the risk. The rating is based on a scale of 1-10 (10 being completely satisfied and 1 being completely dissatisfied). The Offeror may modify its satisfaction ratings at any time throughout the Project. When a risk is eliminated or and issue is resolved, the actual date of elimination or resolution must be listed.
The State will analyze the reports for accuracy and timeliness. The reports will be used in part by The State to determine the overall final performance rating of the Offeror (and its team). 824
Client
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1 Sr. # Date
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Insert RMP
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Attachment+F1+-+WRR+Template.xlsx 4/29/2020
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ATTACHMENT G
REQUIREMENTS FOR NATIONAL COOPERATIVE CONTRACT
TO BE ADMINISTERED BY
OMNIA PARTNERS, PUBLIC SECTOR
The following documents are used in evaluating and administering national cooperative contracts and are included for Supplier’s review and response.
Exhibit A – RESPONSE FOR NATIONAL COOPERATIVE CONTRACT
Exhibit B – ADMINISTRATION AGREEMENT, EXAMPLE
Exhibit C – MASTER INTERGOVERNMENTAL COOPERATIVE PURCHASING
AGREEMENT, EXAMPLE
Exhibit D – PRINCIPAL PROCUREMENT AGENCY CERTIFICATE, EXAMPLE Exhibit E – CONTRACT SALES REPORTING TEMPLATE
Exhibit F – FEDERAL FUNDS CERTIFICATIONS
Exhibit G – NEW JERSEY BUSINESS COMPLIANCE
Exhibit H – ADVERTISING COMPLIANCE REQUIREMENT
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Requirements for National Cooperative Contract